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Olympia Capital Corporation Limited

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Olympia Capital Corporation Limited OLYMPIA CAPITAL CORPORATION LIMITED PROSPECTUS COVER 2004 This Prospectus, dated Friday 10 December 2004, accompanied by the documents referred to under “Registration of Prospectus” in paragraph 14 of Part F of this Prospectus, was registered with the Registrar of Companies on Monday 13 December 2004 in terms of Section 41 of the Companies Act [Chapter 42:01] of Botswana, as amended. Reference is made to paragraph 14 of Part F of this Prospectus which deals with the consents of experts, and to paragraph 9 of Part F of this Prospectus which deals with material contracts. Draft 11- Final for Directors Signature – 1.12.04 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE, YOU SHOULD IMMEDIATELY SEEK ADVICE FROM YOUR LEGAL ADVISER, ACCOUNTANT OR OTHER PROFESSIONAL ADVISER. OLYMPIA CAPITAL CORPORATION LIMITED Previously Yeti Holdings (Proprietary) Limited (A public company incorporated in the Republic of Botswana on 14 October 2002 under company registration number 2002/3073) PROSPECTUS relating to an initial public offering (“IPO”) for the subscription of 734,000 ordinary shares of a nominal value of 1 thebe each in the share capital of Olympia Capital Corporation Limited (“OCC” or “the Company”) at an offer price of 80 thebe per share; and the listing of 14,300,000 shares of 1 thebe par value in the capital of Olympia Capital Corporation Limited on the Venture Capital Market Board (“VCM”) of the Botswana Stock Exchange (“BSE”). WARNING - AS OLYMPIA CAPITAL CORPORATION LIMITED WILL BE LISTED ON THE VCM OF THE BSE, THE SHARE IS THEREFORE CONSIDERED SPECULATIVE. This Prospectus is being made available to investors for the purpose of providing certain information about an investment in OCC, a public company incorporated in the Republic of Botswana and to be listed on the VCM of the BSE. Although its principle investment has been in existence since 1988, OCC was incorporated in October 2002 and does not meet the criteria for a main board listing in terms of a three year audited profit history. In addition, a fair proportion of its future growth depends upon new developments. Accordingly, investments in its shares are considered speculative. As any forward-looking information is based on assumptions concerning future events, actual results may vary materially from the profit expectations which have been presented. Consequently, no assurances can be given on whether or not the predictions given herein will be achieved. Accordingly, prospective investors are urged to closely examine their financial position and to make every effort to familiarise themselves with the implications and the consequences of the non-attainment of objectives and profit estimates outlined in this Prospectus. It may be advisable and would certainly be prudent to seek independent financial advice on these matters. Investment is not advised for any person or entity dependent upon a guaranteed fixed return. Application has been made to the Listings Committee of the BSE, which has agreed to grant conditional approval for a listing of shares in OCC on the VCM of the BSE on conclusion of the proposed IPO, subject to compliance with the BSE’s minimum listing requirements. It is expected that such listing will become effective and that dealings in shares in OCC will commence from Wednesday 9 February 2005. The listing, for the purposes of the BSE, will be under the abbreviated name, “OCC”. DISCLOSURES REQUIRED IN TERMS OF SECTION 6.6(B) OF THE BSE LISTING RULES Responsibility The Directors, whose names are given under paragraph 1.3 of Part D of this Prospectus, collectively and individually accept full responsibility for the accuracy of the information given in this Prospectus, and certify that, to the best of their knowledge and belief, there are no other facts, the omission of which would make any statement false or misleading, that they have made all reasonable enquiries to ascertain such facts, and that the Prospectus contains all information required by law. The Directors confirm that the listing particulars include all such information within their knowledge (or which it would be reasonable for them to obtain by making enquiries) as investors and their professional advisers would reasonably require and reasonably expect to find for the purpose of making an informed assessment of the assets and liabilities, financial position, profits and losses and prospects of Olympia Capital Corporation Limited and of the rights attaching to such securities to which the listing particulars relate. Draft 11- Final for Directors Signature– 1.12.04 1 Registration (BSE 7.C.9) This Prospectus, dated Friday 10 December 2004, accompanied by the documents referred to under “Registration of Prospectus” in paragraph 14 of Part F of this Prospectus, was registered with the Registrar of Companies on Monday 13 December 2004 in terms of Section 41 of the Companies Act [Chapter 42:01] of Botswana, as amended. Particulars of the securities being offered Class of security Ordinary shares Nominal value of securities 1 thebe Total number of securities in issue before the Offer 13,566,000 Total number of securities to be issued in terms of the Offer 734,000 Total number of securities in issue after the Offer 14,300,000 Offer Price per OCC Share 80 thebe Total funds to be raised from the Offer gross of estimated expenses P587,200 All existing authorised and issued OCC Shares, including those to be issued in terms of this Prospectus, will be of the same class and will rank pari passu in every respect. Appendix 8 contains the relevant provisions of the Articles of OCC relating to OCC Shares. All OCC Shares in issue on conclusion of the Offer will rank pari passu in respect of all dividends declared in respect thereof and in respect of the financial year ending 31 December 2005 and all dividends declared in respect thereof thereafter. Important dates: (BSE 7.C.4 and 7.C.5) Signature of the Prospectus Friday 10 December 2004 Registration of the Prospectus Monday 13 December 2004 Issue of the Prospectus Monday 13 December 2004 Opening date of the Offer (9:00 hours) Monday 20 December 2004 Publication of an abridged pre-listing statement Monday 20 December2004 Last date for delivery of applications and closing date of the Offer (15:00 hours) Monday 31 January 2005 Last date for receipt of postal applications (15:00 hours) Monday 31 January 2005 Allotment of new shares in Olympia Capital Corporation Limited and submission of results to the BSE Friday 4 February 2005 Confirmation of listing by the BSE and announcement of the results of the Offer Wednesday 9 February 2005 Proposed listing date of shares in Olympia Capital Corporation Limited on the VCM of the BSE from Wednesday 9 February 2005 Proposed starting date for the dispatch of share certificates and refund cheques from Wednesday 9 February 2005 These dates are subject to change. Any substantive change will be notified in the press. Applications for the IPO will be considered from all members of the public. Financial Advisers Underwriter of the IPO Imara Botswana Limited Kingdom Finance (Proprietary) Limited Sponsoring Broker Auditors and Independent Reporting Accountants Stockbrokers Botswana Limited Grant Thornton Acumen Member of the Botswana Stock Exchange Certified Public Accountants Attorneys Transfer Secretaries Armstrongs PricewaterhouseCoopers (Proprietary) Limited Attorneys, Notaries and Conveyancers Draft 11- Final for Directors Signature– 1.12.04 2 TABLE OF CONTENTS Section Page Table of contents 3 Corporate information and advisers 4 Definitions 5 Parts: Part A: Salient features of the Offer 8 Part B: Overview of OCC 15 Part C: Financial information 20 Part D: Board, Directors, management and employees 30 Part E: Share capital 37 Part F: General and statutory information 41 Appendices: Appendix 1: Statutory information on OCC and its subsidiaries 50 Appendix 2: Independent Reporting Accountants’ Report on OCC’s financial information 51 Appendix 3: Independent Reporting Accountants’ Report on the profit estimate 67 Appendix 4: Directors’ valuation of movable property 68 Appendix 5: Valuer’s report on immovable properties 69 Appendix 6: Details of the Underwriter of the IPO 70 Appendix 7: Statutory information relating to Vendors 71 Appendix 8: Extracts from OCC’s Articles 72 Application Forms 79 Draft 11- Final for Directors Signature– 1.12.04 3 CORPORATE INFORMATION AND ADVISERS Registered Office: Parent Company’s Registered Office: RK Accountants (Pty) Ltd Olympia Capital Holdings Limited Plot 50370 2nd Floor, Avon House Fairground Office Park Enterprise (PO Box 1157) (PO Box 30102-0100) Gaborone Nairobi (BSE 7.A.1, CA 3rd Sch s 1) Kenya Board of Directors: Company Secretary: L D Lekalake (Non-executive Chairman) R K Accountants (Pty) Ltd M M W Matu (Chief Executive officer) Plot 50370 S Bhavani (Director of Operations) Fairground Office Park P K Muiruri (Non-executive Director) (PO Box 1157) S A Lakhani (Non-executive Director) Gaborone (BSE 7.B.7) Financial Advisers: Auditors and Independent Reporting Accountants: Imara Botswana Limited Grant Thornton Acumen Unit 2, Plot 117 Plot 50370 Millennium Office Park Fairground Office Park (Private Bag 00186) (PO Box 1157) Gaborone Gaborone (BSE 7.B.8, CA 3rd Sch s 3(2)) Attorneys: Transfer Secretaries: Armstrongs PricewaterhouseCoopers (Pty) Ltd 5th Floor Plot 50371 Barclays House Fairground Office Park Khama Crescent (PO Box 294) (PO Box 1368) Gaborone Gaborone (BSE 7.B.8) Sponsoring Broker: Underwriters to the IPO: Stockbrokers Botswana Limited Kingdom Finance (Pty) Ltd Members of the Botswana Stock Exchange 133 Independence Avenue Ground Floor (PO Box 45078, River Walk) Barclays House Gaborone Khama Crescent (BSE 7.B.8) (Private Bag 00113) Gaborone (BSE 7.B.8) Commercial Bankers: Independent Property Valuer: Standard Chartered Bank of Botswana Limited Rosco Bonna Valuers Hemamo Centre Unit 3, Hemamo Centre Broadhurst Broadhurst (PO Box 40611) (PO Box 60035) Gaborone Gaborone (BSE 7.B.8) (BSE 7.B.8) Reference is made to paragraph 14 of Part F of this Prospectus which deals with the consents of experts.
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