| Mon 25 Jun 2007, 17:08 | | SRL / SAC - SA Retail / SA Corporate - Compulsory |
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SAC SRL
SAC SRL
SRL / SAC - SA Retail / SA Corporate - Compulsory Acquisition Of The
Remaining SA Retail Linked Units And The Delisting Of SA Retail
From The JSE Limited ("JSE")
SA Retail Properties Limited
(Incorporated in the Republic of South Africa)
(Registration number 1999/025764/06)
Share Code: SRL & ISIN Code: ZAE000034328
("SA Retail")
SA Corporate Real Estate Fund
(formerly Martprop Property Fund)
(Incorporated in the Republic of South Africa)
Share Code: SAC & ISIN Code: ZAE000083614
A Collective Investment Scheme in property registered in terms of the
Collective Investment Schemes Control Act, No. 45 of 2002 and managed by
SA Corporate Real Estate Fund Managers Limited
(formerly Marriott Property Fund Managers Limited) (Registration number
1994/009895/06)
("SA Corporate" or "the Fund")
COMPULSORY ACQUISITION OF THE REMAINING SA RETAIL LINKED UNITS AND THE
DELISTING OF SA RETAIL FROM THE JSE LIMITED ("JSE")
1. Compulsory acquisition and payment of consideration
Further to the announcement dated Friday, 11 May 2007 and the circular
incorporating a notice by SA Corporate in terms of section 440K of the
Companies Act, 61 of 1973, as amended ("the Act") dated Friday, 11 May
2007 ("the Circular"), SA Corporate confirms that it will compulsorily
acquire the remaining SA Retail linked units, being those SA Retail
linked units not already held by SA Corporate on the commencement of
business on Monday, 25 June 2007, for the SA Corporate unit
consideration as set out in the Circular ("SA Corporate unit
consideration"). SA Retail linked unitholders who did not tender their
respective SA Retail linked units pursuant to the Circular ("remaining
offerees"), will have been deemed to have accepted the SA Corporate unit
consideration and are entitled to claim the respective SA Corporate
units due to them from SA Corporate, as set out in paragraph 3 below.
2. Termination of the listing of SA Retail linked units on the JSE
The listing of SA Retail linked units on the JSE will be terminated
with effect from the commencement of business on Friday, 29 June
2007.
3. Process to claim SA Corporate consideration units in respect of SA
Retail linked units not tendered pursuant to the Circular
SA Retail linked units not tendered by the remaining offerees
pursuant to the Circular, as set out above, will be compulsorily
acquired by SA Corporate in terms of section 440K of the Act. SA
Corporate will submit duly completed instruments of transfer to SA
Retail, in terms of section 440K(2) of the Act, and the SA Retail
linked units of such remaining offerees who have not responded as
set out in the Circular will be transferred to SA Corporate.
The remaining offerees who are dematerialised SA Retail linked
unitholders will have their accounts with their Central Securities
Depository Participant ("CSDP") credited with the equivalent number
of SA Corporate consideration units, as set out in the Circular
("SA Corporate consideration units"). The SA Corporate
consideration units payable to the remaining offerees who are
certificated SA Retail linked unitholders will be credited to SA
Retail`s CSDP, to be held in trust by Computershare Investor
Services 2004 (Proprietary) Limited for the benefit of the relevant
remaining offerees pending request therefore in writing by such
remaining offerees, according to the provisions of section 440K(4)
of the Act.
All written requests for the SA Corporate consideration units, must
be addressed to the Exchanges Department, Computershare Investor
Services 2004 (Proprietary) Limited, 70 Marshall Street,
Johannesburg 2001, South Africa (PO Box 61763, Marshalltown, 2107)
and such remaining offerees shall be obliged to furnish SA Retail
with evidence, to SA Retail`s satisfaction, that they were owners
of any SA Retail linked units compulsorily acquired by SA Corporate
pursuant to the provisions of section 440K(1)(a) of the Act and
provide SA Retail with an indemnity on terms acceptable to SA
Retail in respect of such consideration, prior to the settlement of
the SA Corporate unit consideration to them.
Durban
Monday, 25 June 2007
Investment bank and sponsor to SA Corporate
Nedbank Capital
Attorneys to SA Corporate
Jowell Glynn & Marais
Sponsor to SA Retail
Exchange Sponsors
Date: 25/06/2007 17:08:40 Produced by the JSE SENS Department.
