| Wed 25 Jul 2007, 9:11 | | BEG - Beige - Salient dates and times pertaining t |
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BEG
BEG
BEG - Beige - Salient dates and times pertaining to the capitalisation award
BEIGE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/006871/06)
Share code: BEG
ISIN Code: ZAE000034161
("Beige" or "the company")
SALIENT DATES AND TIMES PERTAINING TO THE CAPITALISATION AWARD TO SHAREHOLDERS
FINAL TERMS OF THE CAPITALISATION AWARD
Following the approval of the acquisition of Crystal Pack (Proprietary)
Limited ("Crystal Pack") and the related specific issue of shares for cash to
Thebe Medicare (Pty) Ltd ("Thebe") and in order to equalise the R15 000 000
value differential between Beige and Crystal Pack, Beige will proceed with a
Capitalisation Award to the value of R15 000 000 to the benefit of
shareholders recorded in the Beige Register at the Record Date, but to the
exclusion of the vendors of Crystal Pack ("the Crystal Pack vendors") and
Thebe.
The amount of the Capitalisation Award will be R15 000 000 and will be in the
form of cumulative non-participating, convertible, redeemable preference
shares with an annual dividend of 8%. The Preference Shares, carrying a par
value of R0.01 will be issued as fully paid Preference Shares of R1.05 to all
Shareholders who are recorded in the Register on the Record Date in the ratio
of one preference share for every 55.03271 Beige shares held.
Shareholders who do not wish to receive the Preference Shares may elect to
receive cash ("the Cash Payment Alternative"), being a cash payment of 1.90796
cents per ordinary share held. The Cash Payment Alternative is being
underwritten by the Crystal Pack vendors who have, in turn, entered into an
underwriting agreement with Praesidium Capital.
The preference shares have a conversion ratio of 7 new ordinary Beige shares
for every 1 preference share held, convertible at the election of the
preference shareholder on the conversion date to be announced on SENS, but
being no later than 3 years and 1 day after the issue date of the preference
shares. In the event that the preference shares are not converted, the
preference shares will automatically be redeemed on the redemption date, being
the later of 31 July 2010 or 3 years and 1 day after the issue date of the
preference shares.
SALIENT DATES
Shareholders are referred to the announcement of 14 June 2007 and are advised
that the special resolution in respect of the Capitalisation Award to existing
shareholders was registered by the Registrar of Companies on 20 July 2007.
Accordingly, shareholders should take note of the remaining salient dates and
times, as set out below, which will now be applicable:
Capitalisation Award Dates
2007
Last day to trade in Beige Shares in order to Thursday, 02 August
participate in the Capitalisation Award or the
Cash Payment Alternative
Shares trade ex the Capitalisation Award or the Friday, 03 August
Cash Payment Alternative on
Listing of the new Preference Shares in terms Friday, 03 August
of the Capitalisation Award on
Last day to elect to receive the Cash Payment Friday, 10 August
Alternative, failing which you will receive the
Capitalisation Award to be received by 12:00 on
Record date to participate in the Capitalisation Friday, 10 August
Award or receive the Cash Payment Alternative on
Issue of Specific Issue Shares, subject to Monday, 13 August
fulfilment of conditions precedent on
Issue of Consideration Shares, subject to the Monday, 13 August
fulfilment of conditions precedent on
Payment of the Cash Payment Alternative to Monday, 13 August
shareholders who have elected not to participate
in the Capitalisation Award or have participated
in the Capitalisation Award in respect of only
part of their shareholding
New Preference Shares issued and posted or duly Monday, 13 August
appointed CSDP or broker accounts credited
regarding the Preference Shares to be issued to
shareholders participating in the Capitalisation
Award in respect of all or part of their
shareholding on
Notes:
1 Shares may not be dematerialised or rematerialised between Friday, 03
August 2007 and Friday, 10 August 2007, both days inclusive.
2. Holders of dematerialised shares are required to notify their CSDP or
broker of the action they wish to take in respect of the Capitalisation
Award in the manner and by the time stipulated in the agreement governing
the relationship between the Shareholder and his CSDP or broker, but the
directors recommend that this instruction be given no later than 5 (five)
days prior to the Last day to elect to receive the Cash Payment
Alternative.
Johannesburg
25 July 2007
Designated Advisor
Arcay Moela Sponsors (Proprietary) Limited
Date: 25/07/2007 09:11:01 Produced by the JSE SENS Department.
