DLA Piper advises Brait on ZAR3bn rights offer

DLA Piper has advised Brait on its capital raising, comprising of a renounceable rights offer made to Brait’s qualifying shareholders to subscribe for ZAR3 billion exchangeable bonds (to be issued by, Brait Investment Holdings Limited, a wholly owned subsidiary of Brait). The exchangeable bonds will be listed on the main board of the Johannesburg Stock Exchange (JSE) and will (subject to Brait shareholder approvals) be exchangeable into Brait ordinary shares.

The rights offer has been partially underwritten by Rand Merchant Bank (A division of FirstRand Bank Limited), Titan Fincap Solutions Proprietary Limited and Ethos Private Equity. Brait also obtained irrevocable commitments from certain of its shareholders to follow their rights under the rights offer such that the rights offer would (after taking into account the underwriting and the irrevocable commitments by shareholders) be fully committed and underwritten.

Brait is an investment holding company based in Mauritius and listed on both the Johannesburg and Luxembourg Stock Exchanges. The proceeds of the capital raise will be used to improve the Brait group’s liquidity position through a cost effective refinancing of a revolving credit facility.

This was an intricate transaction involving various aspects of South African, Mauritian and English securities law, corporate law and exchange control issues. It is a great showcase of the depth of experience of the DLA Piper team led by Corporate location head, Peter Bradshaw, together with Sibonelo Mdluli (Director, Corporate) and Menzi Jali (Associate, Corporate) and Mpho Madiba (Candidate Attorney).