| Fri 18 Apr 2008, 17:31 | | PAP / IFR - Pangbourne / iFour - Important Dates A |
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IFR PAP
IFR PAP
PAP / IFR - Pangbourne / iFour - Important Dates And Times
Pangbourne Properties Limited
(Registration No. 1987/002352/06)
Share Code: PAP ISIN Code: ZAE000005252
("Pangbourne")
iFour Properties Limited
(Registration No. 2001/016118/06)
Share Code: IFR ISIN Code: ZAE000039236
("iFour")
IMPORTANT DATES AND TIMES
INTRODUCTION
Pangbourne and iFour unitholders are referred to the previous
announcements in relation to the scheme of arrangement in terms of section
311 of the Companies Act, Act No. 61 of 1973, proposed by Pangbourne (the
"proposer"), between iFour and its linked unitholders (other than the
proposer) ("the scheme"), in terms of which the proposer will acquire all
of the linked units in iFour which it does not already own. In terms of
the scheme, iFour linked unitholders (other than the proposer) recorded in
iFour`s register on the scheme consideration record date, will receive
0.79410 new Pangbourne combined units for every iFour linked unit held
(rounded up or down to the nearest whole number).
A circular relating to the scheme was issued on Thursday, 17 April 2008.
The important dates and times for the scheme are as follows:
IMPORTANT DATES AND TIMES
2008
Last day to trade in iFour linked units in order to Friday, 25 April
be recorded in the register to vote at the scheme
meetings (see note 2 below) on
Voting record date to vote at the scheme meetings Wednesday, 7 May
by close of trading on
Last day for receipt of proxies for the iFour Thursday, 8 May
shareholders` scheme meeting by 12:00 (see note 3
below) on
Last day for receipt of proxies for the iFour Thursday, 8 May
debenture holders` scheme meeting by 12:30 (see
note 3 below) on
iFour shareholders` scheme meeting to be held at Monday, 12 May
12:00 on
iFour debenture holders` scheme meeting be held at Monday, 12 May
12:30 (or ten minutes after the conclusion of the
iFour shareholders` scheme meeting whichever is the
later) on
Results of scheme meetings released on SENS Monday, 12 May
Results of scheme meetings published in the press Tuesday, 13 May
on
Receive approval from Competition Authorities (see Wednesday, 14 May
note 5 below) on
Court hearing to sanction the scheme (hereinafter Tuesday, 20 May
referred to as "the return date") on
Results of Court hearing released on SENS on Tuesday, 20 May
Register order with Registrar on Wednesday, 21 May
Results of Court hearing published in the press on Wednesday, 21 May
If the scheme is sanctioned and becomes effective
Final date Wednesday, 21 May
Last day to trade in order to participate in the Friday, 30 May
scheme consideration (see note 6 below)
Suspension of listing of iFour linked units at Monday, 2 June
commencement of trading on
Scheme consideration record date, being the date on Friday, 6 June
which scheme participants must be recorded in the
register to receive the scheme consideration, by
close of trading on
Operative date of the scheme at the commencement of Monday, 9 June
trading on
Scheme consideration posted to certificated scheme Monday, 9 June
participants (if documents of title are received on
or prior to 12:00 on the scheme consideration
record date) on or about
Dematerialised scheme participants` accounts (held Monday, 9 June
at their CSDP or broker) updated on
Termination of listing of iFour linked units at the Monday, 9 June
commencement of trading on
If the scheme does not become operative and
Pangbourne makes the substitute offer
Press announcement that substitute offer will be To be released on
made SENS and
published in the
press
Substitute offer opens at 09:00 on To be released on
SENS and
published in the
press
Last day to trade in iFour linked units to To be released on
participate in the substitute offer on SENS and
published in the
press
iFour linked units trade "ex" the substitute offer To be released on
at 12:00 on SENS and
published in the
press
Substitute offer consideration posted to To be released on
certificated offerees on SENS and
published in the
press
Dematerialised offerees have their accounts at To be released on
their CSDP/broker credited with the substitute SENS and
offer consideration on published in the
press
Results of the substitute offer released on SENS To be released on
and published in the press and notice given in SENS and
terms of section 440K(1) of the Companies Act on published in the
press
Suspension of iFour`s listing on the JSE at the To be released on
commencement of trade (if section 440K of the SENS and
Companies Act is invoked) on published in the
press
Compulsory acquisition of iFour linked units become To be released on
effective (if applicable and assuming no extension SENS and
of the substitute offer) on published in the
press
Notes:
1. All dates and times may be changed by mutual agreement between iFour
and the proposer and/or may be subject to certain regulatory approvals.
Any change will be released on SENS and published in the press.
2. Affected iFour linked unitholders should note that as transactions in
linked units are settled in the electronic settlement system used by
Strate, settlement of trades takes place five business days after such
trade. Therefore persons who acquire iFour linked units after Friday, 25
April 2008 will not be eligible to vote at the scheme meetings, but will,
provided the scheme is approved and they acquire the iFour linked units
prior to Wednesday, 7 May 2008, participate in the scheme consideration.
3. If a form of proxy is not received by the time and date shown above,
it may be handed to the chairman of the relevant scheme meeting not later
than 10 minutes before the relevant scheme meeting or adjourned scheme
meeting is due to commence or re commence.
4. All times given are local times in South Africa.
5. To the extent that approval from the Competition Authorities is not
obtained on or before the return date and should the scheme be sanctioned,
an announcement will be released on SENS and published in the press
advising scheme participants of the final date, the scheme consideration
record date and the expected operative date.
6. iFour linked unit certificates may not be dematerialised after
Friday, 30 May 2008.
Craighall
18 April 2008
Corporate advisor, legal advisor and sponsor to the proposer and
transaction sponsor to iFour
Java Capital (Proprietary) Limited
Sponsor to iFour
PricewaterhouseCoopers Corporate Finance (Proprietary) Limited
Attorneys to the scheme
Fluxmans Inc.
Date: 18/04/2008 17:31:26 Produced by the JSE SENS Department.
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employees and agents accept no liability for (or in respect of) any direct,
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