Wrap Text
BAU/RBX - Joint Finalisation Announcement
Bauba Resources Limited Raubex Group Limited
Incorporated in the Republic of South Africa (Incorporated in the Republic of South Africa)
(Registration number: 1986/004649/06) (Registration number: 2006/023666/06)
Share code: BAU ISIN: ZAE000145686 Share code: RBX ISIN: ZAE000093183
("Bauba") ("RBX")
JOINT FINALISATION ANNOUNCEMENT
Unless expressly defined in this announcement, or the context indicates otherwise, capitalised terms
herein have the meanings given to them in the combined offer and delisting circular distributed to
Shareholders on Wednesday, 6 July 2022 ("Circular").
1. Introduction
Shareholders are referred to the:
i. joint Firm Intention Announcement released on SENS on Tuesday, 21 June 2022 wherein
they were advised of RBX's firm intention (through its subsidiary, Raubex Proprietary
Limited ("Raubex")) to make a general offer to acquire all the remaining Shares it does not
already own, for a cash consideration of R0.42 per Share; and the Delisting of the Shares
from the JSE if the Delisting Resolution is approved by Eligible Shareholders, or, if the
Delisting Resolution is not approved, in terms of paragraph 1.17(a) of the Listings
Requirements should Raubex be able to invoke the provisions of section 124 of the
Companies Act;
ii. joint announcement regarding the posting of the Circular and Notice of General Meeting
released on SENS on Wednesday, 6 July 2022; and
iii. joint results of General Meeting announcement released on SENS on Thursday,
4 August 2022.
2. Issue of TRP Compliance Certificate
Shareholders are reminded that the Offer was wholly unconditional and capable of acceptance
from the Opening Date of the Offer at 09:00 on Thursday, 7 July 2022. However, settlement of any
acceptances by Eligible Shareholders of the Offer will only be undertaken by Raubex once the
TRP has issued a Compliance Certificate in respect of the Offer.
Shareholders are advised that the TRP has today issued a Compliance Certificate in respect of
the Offer in terms of section 119(4)(b) of the Companies Act. Raubex will accordingly proceed with
settlement to Eligible Shareholders who have accepted the Offer. Furthermore, Bauba will be
delisted from the Main Board of the JSE with effect from the commencement of trade on
Tuesday, 23 August 2022.
3. Important Dates and Times
Shareholders are reminded of the important dates and times in relation to the Offer and Delisting,
which are set out in the table below:
2022
Earliest Payment Date from Friday, 5 August
Finalisation announcement published in the press on Monday, 8 August
Last Day to Trade for Shareholders wishing to accept the Tuesday, 16 August
Offer
Suspension of the listing of the Shares at the Wednesday, 17 August
commencement of trade on the JSE on
Record Date for Offer on Friday, 19 August
Closing Date of the Offer at 12:00 on Friday, 19 August
Results of Offer to be announced on SENS on Monday, 22 August
Latest Payment Date on Monday, 22 August
Termination of the listing of the Shares at commencement Tuesday, 23 August
of trade on the JSE on
Notes:
1. Certificated Shareholders are required to complete and return the Form of Acceptance (blue) attached to the
Circular in accordance with the instructions contained therein to be received by the Transfer Secretaries by no later
than 12:00 on the Closing Date.
2. No Dematerialisation or rematerialisation of Shares will take place between the trading ex-date,
Wednesday, 17 August 2022 and the Record Date for the Offer, Friday, 19 August 2022 (both days inclusive).
3. Shareholders should note that as transactions in shares are settled in the electronic settlement system used by
Strate, settlement of trades takes place three Business Days after such trade. Persons who acquire Shares after
close of trade on Tuesday, 16 August 2022 will not be eligible to accept the Offer.
4. Eligible Shareholders should note that acceptance of the Offer will be irrevocable.
5. All times referred to in this announcement are references to South African Standard Time.
6. In accordance with regulation 102(12) of the Takeover Regulations read with section 121 of the Companies Act,
the Offer Consideration must be settled within six Business Days after acceptance thereof by a Shareholder
(following the receipt of the Compliance Certificate from the TRP). Accordingly, the latest Payment Date will be by
no later than Monday, 22 August 2022.
4. Payment in respect of the Offer
Certificated Shareholders who accept the Offer, will be paid within six Business Days of the later
of: (i) the TRP having issued a Compliance Certificate in respect of the Offer, being
Friday, 5 August 2022; and (ii) the date on which such Certificated Shareholders forward both:
(a) the Form of Acceptance (blue); and (b) the Documents of Title, to the Transfer Secretaries.
Dematerialised Shareholders who accept the Offer, will be paid within six Business Days after the
later of: (i) the TRP having issued a Compliance Certificate in respect of the Offer, being Friday,
5 August 2022; and (ii) the date on which the CSDP or Broker of such Dematerialised Shareholder
notifies the Transfer Secretaries of their acceptance of the Offer.
The Payment Date is from today, and in accordance with regulation 102(12) of the Takeover
Regulations, the latest Payment Date is Monday, 22 August 2022.
5. Raubex Responsibility Statement
The Raubex Board accepts responsibility for the information contained in this announcement
insofar as it relates to Raubex. To the best of its knowledge and belief, such information contained
herein is true and nothing has been omitted which is likely to affect the importance of such
information.
6. Board and Independent Board Responsibility Statement
The Board and the Independent Board accepts responsibility for the information contained in this
announcement insofar as it relates to Bauba. To the best of its knowledge and belief, such
information contained herein is true and nothing has been omitted which is likely to affect the
importance of such information.
Johannesburg
5 August 2022
Sponsor to Bauba Legal advisor to Bauba
Merchantec Capital Webber Wentzel
Financial advisor and sponsor to Raubex Legal advisor to Raubex
Investec DLA Piper
Date: 05-08-2022 09:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
