BTCL IPO Prospectus
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BTCL IPO PROSPECTUS Botswana Telecommunications Corporation Limited INITIAL PUBLIC OFFERING DISCLAIMER: This section does not constitute part of the Botswana Telecommunications Corporation Limited (“BTCL”) Prospectus and should not be considered a prospectus for the purposes of the BSE Listings Requirements nor the Companies Act [CAP 42:01]. This section is for information purposes only and anything contained herein does not and should not be considered to constitute an offer by BTCL and/or the Government of Botswana for the purchase of shares of BTCL. Prospective investors in the shares of BTCL must read the BTCL Prospectus which follows this introductory material in its entirety. Investment in shares in BTCL shall be governed by the terms and conditions contained in the BTCL Prospectus. Should you have an queries and not fully understand the contents of this disclaimer and/or the information which follows, please consult with your advisors. A COMPANY INTRODUCTION At BTCL we are building a company for tomorrow. This construction has been on going for over 30 years. What started out, as a rudimentary corporation that provided basic telecommunication services, today stands tall with the best of them in the world. But that is not the end of our story. Today we are building the company ready for the next 30 years and beyond. We understand the importance of the role we play to the development of our Nation. We understand that without technology a modern Botswana is not possible. An educated and informed Nation can not occur without the service that the BTCL of Tomorrow must continue to provide. Today Batswana are able to communicate with each other and the world from all corners of our Nation. Batswana are able to connect to the www and share their ideas, dreams and aspirations in an increasingly connected world. As we plan for the future we need to align our organisation of tomorrow with technologies that have not even been invented yet. The demand on data that we need to plan for to levels that we cannot even fathom today. If you put into context that the processing power of the computer that took the first astronauts into space was no bigger than the processing power of a standard digital wristwatch of today. What a teenager, using a smart phone, has in his hand is more procuring power than NASA had in warehouses to send men to the moon. We at BTCL have to thus think that big to stay ahead. We need to image the unimagined. We are in good hands, as the BTCL of tomorrow will soon have new partners who are totally aligned to a better Botswana. That is Batswana themselves. BTCL will now, more then ever before, belong to Batswana. Who will be shareholders in Tomorrow’s BTCL. Who better to help steer the path of the BTCL of tomorrow? FOR TOMORROW ABOUT BTCL Botswana Telecommunications Corporation (BTC) was first established as a body corporate by the BTC act of 1980. Its mission was to provide, develop, operate and manage Botswana’s national and international telecommunications services. Over the years BTC evolved to become one of the leading providers in Botswana of voice telephony, both fixed and mobile, as well as national and international internet, data services, virtual private networks and customer equipment to residential, Government and business customers. For services other than customer equipment the Company operates in both wholesale and retail markets. Part of the Company’s growth and success stems from the acquisition of Public Telecommunications Operators (PTO) license in 2007. One of the provisions of the license was that the operator could provide technology neutral solutions to teleconnectivity. In an ever technology convergent world this was a masterstroke by the Government of Botswana. This PTO set in motion the birth of varied services and products. Most notable was the creation of beMOBILE, Botswana’s very own mobile network with the widest network cover off all PTO holders. BTCL is the only PTO license holder operating both the traditional fixed and mobile networks. Because of this unique positioning, the Company is able to offer services in the conventional fixed, mobile and convergent domains, providing mobile, fixed and convergent products and services. Botswana Telecommunications Corporation Limited IPO 2015 1 About BTC OUR SERVICES AND WHAT WE DO BTCL is licensed as a ‘Public Telecommunications Operator,’ which enables the Company to offer services of any kind connected with public telecommunications. Currently, BTCL is one of the leading providers in Botswana of voice telephony, both fixed and mobile as well as national and international internet, directory services, data services, virtual private networks and customer equipment to residential, government and business customers. For services other than customer equipment, the Company operates in both wholesale and retail markets. BTCL is the market leading fixed line service provider in Botswana and its operating activities are managed along the following two business unit lines, namely: BTCL Wholesale – the wholesale arm of BTCL’s business; and Fixed and Mobile and Convergence Organisation (FMC) – which combines beMOBILE, Broadband and Fixed into a single business unit. Ultimately BTCL develops services and products aligned to the needs of an ever-connected world. Batswana can rightly look to BTCL to ensure that it remains relevant by constantly adapting and innovating to meet the needs of all its customers. 2 Botswana Telecommunications Corporation Limited IPO 2015 OUR GROWTH STRATEGY IN SUMMARY The BTCL growth strategy is centred on leveraging its fixed,mobile and convergent products and services potential. The strategy, commonly referred to as Fixed and Mobile and Convergence (FMC), is intended to leverage BTCL’s unique market position as the only fixed and mobile network operator in Botswana, creating competitive advantages for the Company through the combining of traditional fixed and mobile broadband, information and content capabilities, to offer single line FMC products and services. Key BTCL growth areas in the short term are mobile and broadband (fixed and mobile), with converged offers providing the major opportunity in the mid-term. BTCL will make significant investments in growing its mobile and broadband (both fixed and mobile) business. The intention is to fully create a new dynamic organisation from the opportunities in these fields and the inherent confidence within BTCL generated by the Accelerating Change programme. We are strong today because of our conviction to serve our customers and the Nation. We are better positioned for a stronger tomorrow because our growth strategies are well-tested and beginning to yield results. We also know the customers we serve today will remain with us tomorrow. We care about them above all, and we are proud of what we do. After all BTCL Ke Ya Rona Rotlhe. With the support of its entire incredibly dedicated staff and the Nation at large the BTCL of Tomorrow has a very bright future. Botswana Telecommunications Corporation Limited IPO 2015 3 www.btc.bw 4 Botswana Telecommunications Corporation Limited IPO 2015 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR CAREFUL ATTENTION. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE, YOU SHOULD IMMEDIATELY SEEK ADVICE FROM YOUR LEGAL ADVISOR, ACCOUNTANT OR OTHER PROFESSIONAL ADVISOR. BOTSWANA TELECOMMUNICATIONS CORPORATION LIMITED (Previously Botswana Telecommunications Corporation) (Incorporated in Botswana on 1 November 2012) (Converted to a public company limited by shares on 1 November 2012) (Registration number CO2012/12936) (“BTCL” or “Botswana Telecommunications Corporation” or the “Company”) PROSPECTUS relating to: a Public Offer of 462 000 000 Shares at a price of P1.00 per Share, by way of a Sale Offer by the Selling Shareholder of 212 000 000 Shares and a Subscription Offer for 250 000 000 new Shares, and the subsequent Listing of Botswana Telecommunications Corporation on the Domestic Main Board of the Botswana Stock Exchange (“BSE”). Publication date of the Prospectus Monday, 21 December 2015 Opening date of the Offer (First date for receipt of applications and payment) 09:00 Monday, 11 January 2016 Last date for application for the Offer 17:00 Friday, 04 March 2016 Expected closing date of the Offer 17:00 Friday, 04 March 2016 Settlement date and expected Listing Date 09:00 Friday, 08 April 2016 All references to time in this Prospectus are to local time in Botswana. Any material change to the timetable will be released on the BSE News Service (X-News). The Offer and Listing is subject to achieving a free float and spread of shareholders acceptable to the BSE and the Offer is available only to: (i) natural persons who are citizens of Botswana; or (ii) corporate entities registered or operating in Botswana which are wholly citizen owned; or (iii) unincorporated associations, partnerships and investment funds (whether managed directly or by institutional investors registered in Botswana) which are wholly citizen owned; or (iv) trusts whose ultimate beneficiaries are all Botswana citizens; or (v) Local Pension Funds managed by institutional investors registered in Botswana; or (vi) any other entities operating in Botswana which are wholly citizen owned; or (vii) entities (whether or not falling into categories ii, iii or iv above) which are wholly citizen owned which manage investment funds for the benefit of citizens only. Botswana Telecommunications Corporation Limited IPO 2015 5 • This Prospectus is issued in compliance with the Listings Requirements of the BSE and the Companies Act for the purpose of providing information to the general public of Botswana only with regard to the Company. Please note that certain ownership restrictions apply to the shares of BTCL by way of the Company’s Constitution and as such prescribed processes will require to be followed when trading the shares of BTCL as more fully set out in this Prospectus.