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PMA PMAP PMN
PMA
PMA/PMN/PMAP - Primedia - Fulfilment of the remaining conditions precedent and
final salient dates and times announcement
Primedia Limited
(Incorporated in the Republic of South Africa)
Registration number 1993/003355/06
Share code: PMA & ISIN: ZAE000035119
Share code: PMN & ISIN: ZAE000035127
Share code: PMAP & ISIN: ZAE000080529
("Primedia" or the "Company")
FULFILMENT OF THE REMAINING CONDITIONS PRECEDENT AND FINAL SALIENT DATES AND
TIMES ANNOUNCEMENT
1. Fulfilment of the final conditions precedent
In an announcement released on SENS on 17 September 2007 and in the press
on 18 September 2007, Primedia shareholders were advised that Newco had
obtained the requisite approvals from the Competition Authorities and the
Independent Communications Authority of South Africa.
Shareholders are advised that Newco has obtained the requisite approval
from the South African Exchange Control Authorities and the Order of Court
sanctioning each scheme has been lodged with the Companies and Intellectual
Property Registration Office of South Africa for registration.
Accordingly, all of the conditions precedent to the schemes have been
fulfilled and the schemes are unconditional.
2. Final scheme considerations
Shareholders are reminded that the amounts of the final considerations
payable to Primedia ordinary shareholders, Primedia N ordinary shareholders
and Primedia preference shareholders on Friday 28 September 2007 will be as
set out in the announcement released on SENS on 17 September 2007 and in
the press on 18 September 2007, being R26.94 per Primedia ordinary share,
R25.88 per Primedia N ordinary share and R109.73 per Primedia preference
share respectively.
3. Confirmation of salient dates and times
The final salient dates and times in respect of the schemes are those set
out in the announcement released on SENS on 17 September 2007 and in the
press on 18 September 2007.
Sandton
19 September 2007
Transaction arranger and debt advisor to Newco
Capitau Advisory Limited
Merchant bank to Newco and transaction sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Legal advisor to Newco
MJ King Inc.
M & A Tax, Corporate Law and Competition advisors to Newco
KPMG Services (Proprietary) Limited
Investment bank, independent expert and sponsor to Primedia
Investec Bank Limited
Legal advisor to Primedia
Edward Nathan Sonnenbergs Inc.
Date: 19/09/2007 11:51:12 Produced by the JSE SENS Department.
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JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
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completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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