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P a g e
TRINIDAD CEMENT LIMITED
SECTION 1: KEY INFORMATION
(Continued)
1.2
THE OFFER AND USE OF PROCEEDS
1.2.1
The Offer
TCL is making a non-renounceable
1
, pro-rata issue offer of New Shares at an issue price of $2.90 per New
Share to Eligible Shareholders on the basis of one (1) New Share for every two (2) Existing Shares held on
the Record Date
2
. The fact that the Rights Issue is non-renounceable means that Eligible Shareholders who
do not take up their Entitlement will not be able to transfer or receive value for those Entitlements and their
equity interest in the Company will be diluted.
As at the Record Date, the Company has in issue 249,765,136 Existing Shares.
Should all the Entitlements be taken up under the Offer, TCL expects to:
�
issue 124,882,568 New Shares;
�
raise TT$362,159,447.20 (before costs).
1.2.2 The Offer Price
In determining the Offer Price of the New Shares, the Board considered a number of factors including:
•
The information set forth in this Information Memorandum and otherwise available to the brokers;
•
The prospects for the industry in which the Group competes;
•
The overall economic prospects of Trinidad and Tobago, Jamaica, Barbados and Guyana, being the
principal regions the Group operates;
•
The assessment of TCL’s management, and in particular the management support to be provided by
CEMEX, S.A. de C.V.;
•
The strength of a re-capitalised TCL Group post restructuring;
•
The recent market prices of TCL (Refer to Figure 1 below);
•
The general condition of the securities markets and the offering market in particular, at the time of the
offering; and
•
Other factors deemed relevant by the Board.
)
Non-renounceable means not transferable. The rights cannot be traded or sold.
*
The Record Date is 9 March 2015
