Chilanga Cement PLC (Zambia) – Market Announcement Results of mandatory offer

By Published On: July 25th, 2022Categories: Corporate announcement

1. Background
Shareholders of Chilanga Cement Plc (“Chilanga Cement” or the “Company”) are referred to the announcement published on the Securities Exchange News Service (“SENS”) of the Lusaka Securities Exchange (“LuSE”) on 4 March 2022 and 6 May 2022 in compliance with the provisions of the Third Schedule of the Securities (Takeovers and Mergers) Rules, Statutory Instrument No 170 of 1993 (the “Takeovers Rules”) and issued pursuant to the Securities Act, No.41 of 2016 (the “Act), outlining the salient terms and dates of the Mandatory Offer by Huaxin (Hainan) Investment Co., Ltd. (“Huaxin”) to the minority shareholders of the Company.

As at 12 May 2022, Huaxin was the majority shareholder in Chilanga Cement with 75% shareholding, while the balance of 25% was held by various institutional and retail investors. Huaxin, based in China, is a wholly owned subsidiary of Huaxin Cement Co. Limited (“Huaxin Cement”), an entity listed on the Shanghai Stock Exchange in China.

The Mandatory Offer by Huaxin to the minority shareholders of Chilanga Cement opened on 12 May 2022 and closed on 13 June 2022.

2. Results of the Mandatory Offer by Huaxin
Huaxin submitted a cash offer to the Board of directors of Chilanga Cement to purchase from the minority shareholders, all the remaining 50,013,468 shares of Chilanga Cement that it did not already own representing 25% shareholding in the Company (the “Offer”), at a price per share of ZMW13.38 (the “Offer price”).

Huaxin at the close of the Mandatory Offer, on 13 June 2022, acquired a total of 12,375,420 shares tendered for sale to Huaxin via the Form of Acceptance. This level of acceptance represents 24.74 % of the 50,013,468 target shares that were the subject of the mandatory offer or 6.19% of the total shareholding in the Company.

As summarised in the table below, there were a total of 160 individual acceptances out of a shareholder base of 3,676 investors.

CHILANGA CEMENT SHAREHOLDING BEFORE MANDATORY OFFER CHILANGA CEMENT SHAREHOLDING AFTER MANDATORY OFFER
SHAREHOLDER No of SHAREHOLDERS SHARES  % SHAREHOLDING No of SHAREHOLDERS SHARES % SHAREHOLDING
HUAXIN 1 150,026,436 75 1 162,401,856 81.19
MINORITIES 3,676 50,013,468 25 3,516 37,638,048 18.81
Total 3,677 200,039,904 100 3,517 200,039,904 100

The net result is that after the conclusion of the mandatory offer process, the shareholding of Huaxin in Chilanga Cement has increased from 75% to 81.19% shareholding whilst the balance of 18.81% is still held by various institutional and retail investors numbering approximately 3,516 in total.

By Order of the Board

Chibuye Mbesuma Ngulube
Company Secretary
Issued in Lusaka, Zambia on Wednesday, July 20, 2022


Chilanga Cement PLC (CHIL.zm)

Share price: 13.38 Kwacha (0.00 | 0.00% – 10/08/22)