TCL Information Memorandum - page 33

30 |
P a g e
TRINIDAD CEMENT LIMITED
SECTION 4: DETAILS OF THE OFFER
(Continued)
The Company will apply the proceeds under the Offer towards its transaction and restructuring expenses,
the retirement of long-outstanding accounts payable balances including amounts due to employees, capital
expenditure and debt service requirements. We expect that a better capitalised Company would achieve
both customer and revenue growth.
The principal effect of the Offer on the Company’s capital structure will be to increase the total number of
shares on issue to a maximum of approximately 374,647,704 shares.
The following table sets out the number of issued shares at the date of the Offer and the total number of
issued shares at the close of the Offer based on the maximum number of New Shares that may be issued
under the Offer subject to adjustments for fractional Entitlements which are ignored:
Shares
Current shares in issue
249,765,136
Maximum number of New Shares that may be issued pursuant to the Offer
124,882,568
Maximum number of issued Shares upon completion of the Offer
374,647,704
The Market in Rights
Your Rights are non-renounceable and are therefore not transferable, i.e. they may not be traded or sold.
It is important to note that your Rights are of value and failure to take up your Rights may result in
a dilution of your shareholding in the Company
4.
You are advised to seek professional investment
advice on your Rights, options and alternatives.
4.3
ACCEPTANCE OF YOUR ENTITLEMENT
Eligible Shareholders may accept their Entitlement in full or in part by completing and returning the Form
of Acceptance (Refer to Appendix 2) which accompanies this Information Memorandum. Instructions for
completion are set out on the accompanying Provisional Letter of Allotment. Eligible Shareholders
acceptance must not exceed the Entitlement as shown on that form.
In the event that Eligible Shareholders do not accept any of the New Shares provisionally allotted, Sierra
Trading has been granted an exclusive right to subscribe, by virtue of the Subscription Agreement for any
shares in the Rights Issue that are not taken up by Eligible Shareholders, up to an amount that, when
combined with Sierra Trading’s Existing Shares, will not exceed 40% of TCL's outstanding shares.
This exclusive right has been granted by the Board to Sierra Trading in consideration for Sierra Trading’s
demonstrable commitment and ability to provide a ‘back-stop’ or underwriting commitment for the Rights
Issue in the amount of US$ 45M.
If you have sold or otherwise transferred all of your shares in TCL, please forward this document, together
with the Provisional Letter of Allotment at once to the purchaser or to the stockbroker, or other agent
through whom the sale or transfer was effected for transmission to the purchaser or transferee, except that,
,
"
-
*3
&- $ *,0#/ '#
!
!
)#+3 &- $ &+/,#- % *#- '#
*#-
&
-
'
#
1...,23,24,25,26,27,28,29,30,31,32 34,35,36,37,38,39,40,41,42,43,...76
Powered by FlippingBook