Mer 24 Mai 2017 11:45
Investrust-Cautionary-Mandatory-Offer
Shareholders of Investrust (“Shareholders”) will be aware that in February 2016, ZCCM Investments Holdings PLC (“ZCCMIH”) undertook to subscribe for all shares not subscribed for by other shareholders in the Investrust Rights Offer (the “Rights Offer”). This resulted in ZCCM-IH’s shareholding in Investrust to increase from 10% to 48.6%. As a result, ZCCM-IH was required to make a Mandatory Offer to all the other shareholders in Investrust in accordance with Clause 56 of the Third Schedule to the Securities (Takeovers and Mergers) Rules, Statutory Instrument No 170 of 1993, (the “Takeovers Rules”), issued pursuant to the Securities Act, Chapter 354 of the Laws of Zambia (the “Securities Act”).
However, as provided for in the Takeovers Rules, ZCCM-IH opted to apply to the Securities and Exchange Commission (“SEC”) for a waiver from making a Mandatory Offer which was granted by the SEC on 21 October 2016 on condition that ZCCM-IH will sell-down its shareholding in the Bank to below 35% by 21 October 2017. Hitherto, ZCCM-IH has only managed to sell 3.2% and ZCCM-IH thus currently has a shareholding of 45.4% in the Bank.
Notification of Intention to Undertake a Mandatory Offer to Shareholders The Board of Investrust (the “Board”) wishes to inform Shareholders that on 18 May 2017, ZCCM-IH formally notified the Board that ZCCM-IH intends to proceed with a Mandatory Offer to the Minority Shareholders of the Bank prior to the 21 October 2017 deadline.
The Board is therefore in discussions with ZCCM-IH on the process and timing of the Mandatory Offer and will provide further information once the discussions have been concluded.
Accordingly, and in the mean time, Shareholders are advised to exercise caution when dealing in the Bank’s securities until a full announcement is made.