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USD 80 million private placement by JKH in fund-raising bid with ADB

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Krishan Balendra, Chairman JKH

The Board of Directors of John Keellls Holdings has resolved to raise funds through a private placement for a maximum cumulative amount of the Sri Lanka rupee equivalent of USD 80 million to the Asian Development Bank through issuance of up to a maximum of 122,500,000 new ordinary shares of the company in two phases, Deputy Chairman/Group Finance Director Gihan Cooray said in a letter addressed to the Chief Regulatory Officer of the CSE Renuke Wijayawardhane.

Text of the letter:

The Board of Directors of John Keells Holdings PLC (“JKH”; the “Company”) resolved to raise funds through a private placement for a maximum cumulative amount of the Sri Lankan Rupee (LKR) equivalent of USD 80 million to Asian Development Bank (“ADB”) through the issuance of up to a maximum of 122,500,000 new ordinary shares of the Company in two phases, collectively the “Proposed Private Placement”, which will be a maximum post-issue dilution of 8.5 per cent.

The Proposed Private Placement would be for an upfront issue of ordinary shares (“Initial Placement Shares”) for an initial issue size of LKR equivalent of USD 50 million (“Phase 1”). At the time of issue of the Initial Placement Shares, the Company will also issue to ADB non-tradable/non-transferable options (“Options”) which will entitle ADB, at its option and discretion, to subscribe for additional new ordinary shares of the Company (“Option Shares”) within a period of 12 months from the date of subscription for the Initial Placement Shares, for an investment amount of up to the LKR equivalent of USD 30 million (“Phase 2”).

The issue of shares by way of the Proposed Private Placement is subject to the Securities Exchange Commission and the Colombo Stock Exchange (“CSE”) approving in principle the issue and listing of such shares, the Company obtaining shareholder approval at an Extraordinary General Meeting, approval of ADB’s Board of Directors and conformance with regulatory requirements, as applicable to the parties.

Salient features of the Proposed Private Placement are provided below.

Investor: Asian Development Bank

Phase 1:

▪ Issue Size LKR equivalent of USD 50 million

▪ Issue Price LKR 154.50 per share (the closing market price as at 19 November 2021).

The Issue Price is approximately a 10 per cent premium compared to the 90-day volume weighted average price of LKR 141.00 per share.

▪ Initial Placement Shares Number of shares arrived at by dividing the LKR equivalent of USD 50 million by the Issue Price of LKR 154.50 per share.

The current stated capital and number of ordinary shares in circulation of the Company is Rs. 63,121,732,310.83 and 1,319,776,451 ordinary shares, respectively.

Company No. PQ 14

The number of shares to be issued would depend on the exchange rate as at the date of subscription. For example, if the exchange rate of LKR 202.192/USD as of the date of this announcement remains at the time of subscription, this will amount to 65,434,304 Initial Placement Shares resulting in a post-issue dilution of 4.7% in Phase 1.

▪ Options The maximum number of Options to be issued will be in the ratio of 3 Options for every 5 Initial Placement Shares, subject to being within the threshold of the Total Placement Shares as stated below.

For example, if the Initial Placement Shares is 65,434,304, ADB will be entitled to 39,260,583 Options, which if exercised in full will result in a further post-issue dilution of 2.8 per cent, taking the total post-issue dilution to 7.3 per cent.

Phase 2 (in the event Options are exercised):

▪ Issue Size LKR equivalent of up to USD 30 million (subject to the maximum number of shares to be issued to ADB as indicated below)

▪ Option Exercise Price Volume weighted average price of the Company’s ordinary shares as quoted on the CSE during the 90 calendar days ending immediately prior to the option exercise date. The Option Exercise Price is subject to a minimum of LKR 165.00 per share and maximum of LKR 200.00 per share.

▪ Option Exercise Period The Options will be exercisable during a 3 month window post the completion of 9 months from the date of subscription of the Initial Placement Shares. This entitlement will expire 12 months from the date of subscription of the Initial Placement Shares.

▪ Option Shares Each Option will be convertible to one Option Share during the Exercise Period, subject to the Total Placement Shares being within the threshold, as stated below, which will not exceed a post-issue dilution cap of 8.5 per cent. The number of Option Shares will also be capped at a total ADB investment not exceeding USD 30 million which would be converted to LKR at the prevailing exchange rate at the time the Options are exercised.

Proposed Private Placement with both phases (in the event Options are fully exercised)

▪ Total Placement Shares: Up to a maximum of 122,500,000 new fully paid ordinary shares to be issued by the Company under Phase 1 and Phase 2, collectively.

Both Initial Placement Shares and Option Shares will rank pari passu with the existing ordinary shares of the Company.

▪ Maximum Post Issue Dilution: Up to a maximum dilution of 8.5 per cent post issue of ordinary shares under Phase 1 and Phase 2, collectively.

The flexibility to issue shares up to a maximum of 122,500,000 shares is due to the Issue Size being dependent on the exchange rate prevailing at the time of subscription under both phases, and the Option Exercise Price being variable (within the range of LKR 165.00 and LKR 200.00) at the time of exercise under Phase 2.

The proceeds from this transaction will be utilised for the purpose of corporate level balance sheet support towards funding its investments in the “Keells” Supermarket business which includes the long-term outlet expansion plan including construction and equipment, start-up expenses and the construction and equipping of the supporting logistics infrastructure to facilitate this.

Company No. PQ 14

Further, the Proposed Private Placement will afford the Group the flexibility and agility to fund its investments in an optimal manner, whilst providing additional support to the Group’s liquidity position, particularly in terms of providing further leeway to manage the foreign currency commitments of the Group’s landmark projects such as the ‘Cinnamon Life’ integrated resort and the West Container Terminal in the Port of Colombo. In addition, given ADB’s investment mandate pursuant to which private sector projects must have clear development impacts and positive externalities, particularly in environmental, social and governance (“ESG”) aspects, JKH will leverage on ADB’s technical expertise and advisory to enhance and further strengthen the Group’s existing ESG processes and frameworks to reach best in class benchmarks. The Group believes that partnering with an internationally reputed financial institution such as the ADB, particularly at this juncture of time, is a vote of confidence for JKH and the country.



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ESOFT Metro Campus holds Graduation Ceremony 2021

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Dr. Dayan Rajapakse – Chairman and Managing Director of the ESOFT Group (Right) presenting a certificate to a graduate

The Annual Graduation Ceremony of ESOFT Metro Campus was held at the Bandaranaike International Memorial Hall (BMICH) on the 23rd and 24th of November 2021. A total of 1,800 students graduated at this year’s event. Successful students received their Pearson BTEC Higher National Diplomas, Pearson Level 7 Qualifications, London Metropolitan University (UK) Degrees and MBA’s, Kingston University (UK) Degrees and MSc’s.

It was held across two days and split into 9 sessions, to be in full compliance with health guidelines. In addition to the conferring of degrees, batch tops were awarded gold medals and special awards were made to the top achievers of the programmes.

Keynote addresses were by an eminent group of academics and industry leaders including Mr. Conard Dias CEO, LOLC Finance PLC, Mr. Thushera Kawdawatta – CEO, Axiata Digital Labs, Dr. Dayan Rajapakse – Chairman and Managing Director of the ESOFT Group, Dr. Sampath Wahala – Chairman, Sri Lanka Accreditation Board, Mr. Tishan Subasinghe – Managing Director and joint Managing Partner Moore Stephens Consulting (Pvt) Ltd and Moore Stephens Aiyar, Prof. A.A.C Abeysinghe – M.Phil. PhD Programme Coordinator, Senior Lecturer Faculty of Management & Finance, University of Colombo.

Foreign delegates from the University Partners were present virtually and delivered their speeches and wishes for the graduates via video. The Virtusa careers team were also present on both days in order to provide career opportunities to the young and successful graduates. ESOFT prides itself in producing graduates who are work-ready and able to take on the challenges and opportunities presented by the new economy.

ESOFT has a rich history of 21 years and is the largest private sector higher education network in Sri Lanka, and offers a variety of programmes through an extensive island-wide network of over 40 branches and serves over 40,000 learners each year in a range of programmes from school leaver courses to postgraduate programmes.

ESOFT partnered with Kingston University London in 2012 to offer undergraduate and postgraduate qualifications in engineering and soon established a dedicated College of Engineering in Katubedda. In 2013, they partnered with London Metropolitan University to offer a range of programmes leading to undergraduate and postgraduate awards in Computing, Business, Hospitality, and Travel & Tourism. A range of MSc programmes in IT and an International Doctoral programme for IT, Science and Engineering research areas, has also been introduced via Kingston University.

The ESOFT Group has won local and international awards from Pearson (UK), BCS (UK), NBQSA, National Chamber of Commerce, Federation of Chambers of Commerce of Sri Lanka in recognition of their academic excellence and business performance. Their pinnacle accomplishment was to be recognized by the Sri Lankan Government as a Non-state Degree Awarding Institution in 2019.

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Coconut industry products raking in forex to the tune of $ 7000 yearly – State Minister

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By Steve A. Morrell

Earnings from exporting coconut products amounted to $ 7000 annually. Such exports include jaggery and treacle, which are key products relating to the coconut industry, State Minister of Coconut, Kithul and Palmyrah Cultivation Promotion Arundika Fernando said.

Although coconut, as part of the plantation industry, was not given due recognition, it was now a distinct contributor to forex earnings and was of significant importance to the economy of the country, Fernando said.

The State Minister added: “Development of the coconut plantations includes value addition promotion to its various products, which are now key to sustaining the coconut plantations.

“Such development included propagation of 600,000 nursery plants for distribution among smallholders and large-scale plantations to add further progress to the industry. As a result, the coconut industry is part of the mainstream economy.

“The coconut industry made a substantial financial contribution to the economy of the country. Value addition in all products was key to development. Coconut products, used extensively in allied local industries, were contributors to value addition. This is efficiently handled by the private sector.

“Collaboration with the Jaffna University was on-going to develop kitul and palmyrah.

“Soil testing and further inputs were envisaged for development.

“Export markets would include Europe, Canada and the US. This is particularly true of kitul treacle and jaggery. Value of these exports would reach approximately $ 2 million.”

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INSEE Cement’s 360-Degree Approach Eases Cement Shortage in Sri Lanka

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Operating at maximum production capacity with optimized distribution channels for a number of weeks, INSEE Cement has successfully helped to mitigate the cement shortage that was prevailing in the local market. INSEE Cement’s concentrated and immediate contingency measures across its entire operation at the onset of the shortage ensured an uninterrupted market supply of cement, while also logging a record-high 700,000 MT production output during the third quarter of 2021 for the company.

“As Sri Lanka’s leading cement manufacturer, INSEE Cement took on the responsibility to ensure the local construction industry’s post-COVID-19 revival remained on its trajectory,” stated Gustavo Navarro, Chief Executive Officer at INSEE Cement Sri Lanka. “We continued to fully support government regulations and industrial policies to first stabilize the market, and were able to deploy our island-wide distribution and dealership network to ensure an uninterrupted supply across the island. The loyalty and patience of our customers gave us that extra encouragement we needed to overcome the challenge.”

INSEE Cement operates at a 3.6MT maximum capacity, with a 1.5MT production at the Galle plant, a 1.3MT output from the Puttalam facility and a 0.8MT import capacity at the Colombo Cement Terminal. To mitigate the shortage the company introduced two more additional import vessels to its logistics operation to accelerate production and distribution cycles.

 

 

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