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BEE
BEE
BEE - Beget - Announcement
BEGET HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration number: 2002/011635/06
Share code: BEE & ISIN number: ZAE000044111
("Beget" or "the company")
- ROYALTY AGREEMENT WITH SMM TELEMATICS (PROPRIETARY) LIMITED
- INTRODUCTION OF A 26 % BEE SHAREHOLDER
- CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION
Shareholders are referred to the announcement dated 12 October 2006
advising that Beget had entered into an agreement with Seagicom
(Proprietary) Limited ("Seagicom") whereby the company would acquire all
the shares in Seagicom. This acquisition would have entitled Beget to
certain product supply contracts. The acquisition was to be settled by
the issue of Beget shares to Mr Tebogo Mogashoa, the principal
shareholder of Seagicom. In addition, the company was to appoint Mr
Mogashoa to the board of directors. After a lengthy due diligence
Seagicom and Beget concluded that the abovementioned agreement could not
be implemented. The parties have therefore resolved to enter into a
revised agreement.
2. ROYALTY AGREEMENT
SMM Telematics (Proprietary) Limited ("SMM") is a black-owned company,
the principal shareholder of which is Mr Tebogo Mogashoa. SMM will
place an order for the supply of 5 000 biometric fleet devices with
relevant suppliers. Beget will provide the intellectual property rights
relating to the biometric devices for a royalty fee. The royalty fee
based on a 36 month usage period will amount to R7 200 000. Should
additional orders be placed, the royalty will be increased accordingly.
As quid pro quo for placing the orders, Beget will issue 196 000 000
ordinary shares at their par value of 0.0002 cents per share to SMM,
collectively, "the transaction". In addition, Mr Mogashoa has agreed to
be appointed as non-executive Chairman of Beget with effect from 1 June
2007.
Further, SMM will endeavour to procure a customer order with Beget for
the supply of a minimum of 10 000 asset tracking devices, another
newly developed product, on or before 1 December 2007.
The issue of the 196 000 000 shares at par value will result in SMM
owning approximately 26% of Beget`s total issued share capital. SMM will
pay a cash royalty fee to Beget of R7 200 000.
3. CONDITIONS PRECEDENT
The transaction is subject to the following conditions precedent:
- Beget shareholder approval of the transaction in general meeting;
- SMM providing certified copies of the product supply agreements; and
- Competition Commission and other regulatory authorities` approvals
to the extent that they may be required.
4. CATEGORISATION OF AND FURTHER DOCUMENTATION
The transaction will result in a category 1 transaction in terms of the
Listings Requirements of the JSE Limited. A circular containing full
details of the acquisition and incorporating a notice of general meeting
will be posted to shareholders in due course.
5. FURTHER ANNOUNCEMENT AND CAUTIONARY ANNOUNCEMENT
Further to the above, shareholders are advised that they should exercise
caution when dealing in the securities of Beget until an announcement
containing, inter alia, the financial effects has been released.
Pretoria
16 May 2007
Sponsor
Sasfin Capital
A division of Sasfin Bank Limited
Date: 16/05/2007 16:53:17 Produced by the JSE SENS Department.
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