| Tue 4 Sep 2007, 14:22 | | CBS - CBS Property Portfolio / Public Investment C |
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CBS
CBS
CBS - CBS Property Portfolio / Public Investment Corporation - Announcement
CBS Property Portfolio Limited
(Incorporated in the Republic
of South Africa)
(Registration number: 2003/009523/06)
Share code: CBS & ISIN: 000073995
("CBS")
Public Investment Corporation
(Incorporated in the Republic
of South Africa)
(Registration number 2005/009094/06)
Announcement regarding the circular to the remaining CBS linked unitholders and
salient dates relating to the invocation of section 440K(1) of the Companies
Act, 1973 (Act 61of 1973), as amended ("section 440K(1)")
1. Introduction
CBS linked unitholders are referred to the announcement dated Thursday,
19 July 2007 informing CBS linked unitholders that the offer by the Government
Employees Pension Fund, as duly represented by the Public Investment Corporation
(the "PIC") to acquire all the CBS linked units in issue (the "Offer") had
become unconditional.
2. Results of the Offer and invocation of section 440K(1)
Further to the above, at 12:00 on Friday, 10 August 2007, the closing date of
the Offer, the PIC had received acceptances from CBS linked unitholders in
respect of 131 193 512 CBS linked units equating to 96.99% of the CBS linked
units in issue other than those already held by the PIC prior to the opening of
the Offer.
Accordingly, the PIC hereby exercises its entitlement to compulsorily acquire
the CBS linked units it did not acquire through the Offer ("the remaining CBS
linked units") in terms of section 440K(1). Section 440K(1) allows an offeror to
compulsorily acquire the interests of minorities once it has received
acceptances for not less than nine-tenths of a class of securities in issue,
other than those already held by the offeror.
3. Section 440K(1) circular to CBS linked unitholders
A circular incorporating a notice in terms of section 440K(1) and a form of
surrender and transfer has been posted to the remaining CBS linked unitholders
today.
4. Suspension and termination of the listing of CBS linked units on the JSE
The listing of CBS linked units will be suspended on the JSE Limited ("JSE")
with effect from the commencement of trade on the JSE on Wednesday, 5 September
2007.
The listing of CBS linked units on the JSE will be terminated with effect from
the commencement of trade on the JSE on Thursday, 25 October 2007, unless an
application is made to the High Court of South Africa ("the Court") to prevent
the compulsory acquisition of the remaining CBS linked units and the Court
orders that the PIC shall not be entitled to invoke the compulsory acquisition
of the remaining CBS linked units or the Court imposes conditions or terms which
are different from those in the initial Offer circular, dated Friday,
25 May 2007.
5. The Offer consideration
In terms of the section 440K(1) circular, the holders of the remaining CBS
linked units will receive R12.00 in cash per CBS linked unit held.
6. Salient dates
2007
Notice given in terms of section Tuesday, 4 September
440K(1) on
Listing of the CBS linked units Wednesday, 5 September
suspended on the JSE with effect from
the commencement of trade on the JSE
on
Last day to apply to the Court in Tuesday, 16 October
terms of section 440K(1) on
Compulsory acquisition of the Wednesday, 17 October
remaining CBS linked units becomes
effective on the commencement of
business on
Date of payment of R12.00 per CBS Within seven days of the
linked unit held to the remaining CBS later of the expiry of the
linked unitholders who have not notice or the dismissal of
tendered their CBS linked units any application to the Court
pursuant to the notice of section made in terms of section
440K(1) 440K(1)
Termination of the listing of CBS Thursday, 25 October
linked units on the JSE from the
commencement of trade on the JSE on
Cape Town
4 September 2007
Investment bank to the PIC Investment bank to CBS Sponsor to CBS
Nedbank Capital Investec Corporate Finance Investec Bank
Limited
Attorneys to CBS
Jowell Glyn & Marais
Date: 04/09/2007 14:22:49 Produced by the JSE SENS Department.
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