Lewis Group IPO
GUS PLC
14 September 2004
Not for publication, distribution or release in the United States, Canada,
Australia or Japan (including its territories and possessions)
14 September 2004
GUS PLC
Lewis Group Initial Public Offer
The following announcement was issued to the JSE Securities Exchange South
Africa this morning.
Enquiries
GUS
David Tyler Finance Director 020 7495 0070
Fay Dodds Director of Investor Relations
Finsbury
Rupert Younger 020 7251 3801
Rollo Head
Lewis Group Limited
(Incorporated in the Republic of South Africa)
(Formerly Rowmoor Investments 505 (Proprietary) Limited)
(Registration number: 2004/009817/06)
JSE share code: LEW ISIN: ZAE000058236
('Lewis')
Nature of business
The Lewis group is a retailer in Southern Africa selling furniture, household
and electrical goods mainly on credit, together with associated financial
products, to customers predominantly in the LSM 4-7 customer categories. The
Lewis group trades under the 'Lewis' brand in 400 furniture stores, under the
'Best Electric' brand in 47 specialist electrical stores and under the
'Lifestyle Living' brand in 18 upmarket furniture and electronic goods stores.
Lewis provides credit facilities to the majority of its customers and offers
insurance products to customers covering approximately 96% of its credit
customer base.
Offer
The offer comprises an offer for sale, subject to certain conditions (the
'Offer'), by GUS Holdings B.V., a wholly-owned subsidiary of GUS plc,
incorporated in Eindhoven, Netherlands (the 'Offeror'), of up to 39,999,999
ordinary shares of one cent each in the issued share capital of Lewis. Further,
up to 6,000,000 additional shares may be sold by the Offeror pursuant to a
thirty-day option, which the Offeror intends to grant to the potential
underwriters of the offer to cover over-allotments.
The offer is being made to:
- institutional investors in South Africa;
- the private clients of Investec Securities Limited in South Africa;
and
- selected institutional investors in other jurisdictions to whom the
Offer will specifically be addressed.
The salient dates and times relating to the Offer are expected to be as follows:
Events 2004
Opening date of the Offer at 09h00 on 14 September
Indications of interest for purpose of the bookbuild received up
until 17h00 on 29 September
Offer price announced on SENS on 30 September
Offer price announced in the South African press 1 October
Successful applicants advised of allocations on 30 September
Closing Date of the Offer at 24h00 on 30 September
Settlement Date and Listing Date 4 October
(All times are South African time)
All times and dates are subject to change. Any changes will be published in the
South African press and on SENS.
Directors
Name, age and nationality Business address Role
David Morris Nurek (54) 36 Hans Strijdom Avenue Chairperson
South African Foreshore
Cape Town (*non-executive)
Alan James Smart (60) c/o Lewis Group Limited Chief Executive Officer
SouthAfrican Universal House
53A Victoria Road
Woodstock
Cape Town
David Alan Tyler (51) c/o GUS plc Director
British1 Stanhope Gate (non-executive)
London
W1K 1AF
Hilton Saven (51) c/o Moores Rowland Director
South African 27th Floor (*non-executive)
No.1 Thibault Square
Cape Town
Ben van der Ross (57) 39 Doordrift Village Director
South African Doordrift Road (*non-executive)
Constantia
Cape Town
*Indicates independent
Prospectus
The prospectus will be issued today, Tuesday, 14 September 2004. Further
information in respect of the Offer is set out in the prospectus, copies of
which are available on request at the following addresses during business hours
until Wednesday, 29 September 2004:
- Lewis, 53A Victoria Road, Woodstock, Cape Town, 7925; and
- UBS, 64 Wierda Road East, Wierda Valley, Sandton, 2196.
Bookrunner, financial adviser and sponsor
UBS South Africa (Proprietary) Limited
Co-lead managers
Cazenove South Africa (Proprietary) Limited
Investec Bank Limited
South African legal adviser to Lewis
Sonnenberg Hoffmann Galombik
Legal adviser to bookrunner
Werksmans Inc.
Auditors and reporting accountants
PricewaterhouseCoopers Inc.
Financial communications adviser to Lewis
Brunswick South Africa Limited
This announcement has been issued by, and is the sole responsibility of Lewis
Group Limited ('Lewis'). UBS South Africa (Proprietary) Limited and its
affiliates, Cazenove South Africa (Proprietary) Limited and its affiliates and
Investec Bank Limited are acting for GUS plc, the Offeror and Lewis in relation
to the partial initial public offer of Lewis and no-one else, and will not be
responsible to anyone other than GUS plc, the Offeror and Lewis for providing
the protections afforded to their respective clients or for providing advice in
relation to the partial initial public offer.
No offer or invitation to acquire shares of Lewis is being made by or in
connection with this announcement. Any such offer will be made solely by means
of a prospectus which will be issued on 14 September 2004 and any acquisition of
shares should be made on the basis of the information contained in such
prospectus. The value of shares can go down as well as up. Past performance is
not a guide to future performance. Potential investors should consult a
professional adviser as to the suitability of any offering for the individual
concerned.
This announcement is not for distribution, directly or indirectly, in or into
the United States. The securities referred to herein have not been and will not
be registered under the United States Securities Act of 1933, as amended (the
Securities Act) and may not be offered or sold in the United States (as defined
in Regulation S under the Securities Act) absent registration or an exemption
from registration. No public offering of the shares will be made in the United
States.
Members of the public in the United Kingdom are not eligible to take part in the
Placing. In the United Kingdom this announcement, in so far as it constitutes an
invitation or inducement to participate in the Placing, is directed only at
persons who have professional experience in matters relating to investments who
fall within article 19(1) of The Financial Services and Markets Act 2000
(Financial Promotion) Order 2001 (as amended) (the 'Order') or are persons
falling within article 49(1) of the Order (all such persons together being
referred to as 'Relevant Persons'). This announcement, in so far as it
constitutes an invitation or inducement to participate in the Placing, must not
be acted on or relied on by persons who are not Relevant Persons. Any investment
or inducement activity in so far as relating to participation in the Placing is
available only to Relevant Persons and will be engaged in only with Relevant
Persons.
This announcement does not constitute an offer to sell, exchange or transfer any
securities of Lewis and is not soliciting an offer to purchase, exchange or
transfer such securities in any jurisdiction where the offer, sale, exchange or
transfer is not permitted or to any person or entity to whom it is unlawful to
make that offer, sale, exchange or transfer. This announcement is not an offer
of securities for sale in the United States.
This announcement and the information contained herein are not for publication
or distribution to persons in the United States, Canada, Australia or Japan or
in any jurisdiction in which such publication or distribution is unlawful.
This information is provided by RNS
The company news service from the London Stock Exchange