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Wednesday, August 9, 2017

GUINNESS NIGERIA PLC - RIGHTS ISSUE

CAPITAL BANCORP PLC Page 1 Dear Investor, Capital Bancorp Plc is pleased to inform you about the ongoing Rights Issue Offer of Guinness Nigeria Plc. Below are the details of the Offer:  Offer: Rights Issue  Offer Price: ₦58.00 Per Share (₦79.38 – Market Price as at August 08, 2017)  Gross Issue Proceeds: ₦39,700,688,598  Provisional Allotment (Ratio): Five (5) New Ordinary Shares for every Eleven (11) Ordinary Shares Held as at the Close of Business on Wednesday, 15 March 2017 for those shareholders whose names appear on the Register of Members and transfer books of the Company as at that date.  Opening Date: Monday, 24 July 2017  Closing Date: Wednesday, 30 August 2017  Payment: In full on acceptance  Purpose of the Issue: The Rights Issue is being undertaken to enable Guinness Nigeria optimise its capital structure by deleveraging its balance sheet, thereby reducing financing costs.  Use of Proceeds: The proceeds will be used to repay a portion of the related party loan and to reduce some of the outstanding obligations to financial institutions. After the deduction of the estimated Issue costs and expenses of ₦931,269,588 (representing 2.35% of the Issue proceeds) and assuming full subscription of the Issue, it is currently anticipated that the net Issue proceeds of ₦38,769,419,010 will be applied as follows: Name of Beneficiary ₦'m % Expected Completion Period Related Party Loan from Diageo 19,571 50 Q4 2017 Standard Chartered Bank 9,000 23 Q4 2017 Guarantee Trust Bank 5,000 13 Q4 2017 Union Bank 2,400 6 Q4 2017 Access Bank 1,430 4 Q4 2017 United Bank of Africa 1,368 4 Q4 2017 38,769 100 SOURCE: Guinness Nigeria Plc Rights Circular GUINNESS NIGERIA PLC RIGHTS ISSUE OF 684,494,631 ORDINARY SHARES OF 50 KOBO EACH AT ₦58.00 PER SHARE CAPITAL BANCORP PLC Page 2  Financial Summary: (₦ million) 2012 2013 2014 2015 2016 9M'2017 Revenue 116,462 122,464 109,202 118,496 101,973 89,873 Cost of sales (61,279) (66,385) (57,869) (62,604) (60,163) (57,700) Gross Profit 55,183 56,078 51,333 55,892 41,810 32,173 EBIT 21,896 20,934 16,123 15,667 4,416 4,193 Net Finance Cost (1,513) (3,925) (4,442) (4,872) (6,763) (6,657) Profit Before Tax 20,383 17,009 11,682 10,795 (2,347) (2,464) Income Tax credit/(Expenses) (6,169) (5,145) (2,108) (3,000) 331 (91) Profit after Tax 14,215 11,864 9,573 7,795 (2,016) (2,555) Retained Earnings 36,266 36,306 35,329 38,609 31,964 28,638 Share Capital 738 753 753 753 753 753 Equity 38,612 46,039 45,062 48,341 41,661 38,363 Earnings Per Share Basic/Diluted (Kobo) 964 793 696 518 (134) (170) SOURCE: Guinness Nigeria Plc Facts behind the Issue (25/07/2017), Guinness Right Circular  Application for Additional Shares: Ordinary Shares which are not taken up by 30 August 2017 will be allotted on a pro-rata (equal) basis to existing shareholders who applied and paid for additional shares over and above their provisional allotment. Shareholders who do not accept their provisional allotment in full, may have their shareholding in the Company diluted.  Capacity Utilisation: As at 30 June 2016, the average capacity utilisation for beer and spirits were approximately 54% and 41% respectively. NB: The rights being offered in this document are tradeable on the floor of The Nigerian Stock Exchange for the duration of the Issue. In case you are accepting in full, selling all or part of your rights, or you want to buy more, Capital Bancorp Plc will be willing to do this for you. For further enquires, contact, Capital Bancorp Plc 3 rd Floor, UNTL House 1, Davies Street Off Marina Lagos Tel: 01-4622371-5 e-mail:stockbroking@capitalbancorpng.com www.capitalbancorpng.com
---------- Forwarded message ----------
From: Research <research@capitalbancorpng.com>
Date: Tue, Aug 8, 2017 at 7:43 PM
Subject: GUINNESS NIGERIA PLC - RIGHTS ISSUE
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