| Fri 16 May 2008, 12:27 | | SBG / SUHL - SIMEKA / SAB&T Ubuntu Holdings - Resu |
|
SUL SBG
SUL SBG
SBG / SUHL - SIMEKA / SAB&T Ubuntu Holdings - Results Of The Offer
SIMEKA BUSINESS SOLUTIONS GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 2003/012583/06)
Share code: SBG & ISIN code: ZAE000074878
("SIMEKA")
SAB&T UBUNTU HOLDINGS LIMITED
(formerly: Abrina 4166 Limited)
(Incorporated in the Republic of South Africa)
(Registration Number: 2006/029387/06)
JSE Code: SUL & ISIN: ZAE000088837
("SUHL")
RESULTS OF THE OFFER BY SIMEKA TO THE SHAREHOLDERS OF SAB&T UBUNTU HOLDINGS
LIMITED, NOTICE TO INVOKE S440K OF THE ACT AND COMPETITION COMMISSION APPROVAL
1. RESULTS OF THE OFFER
River Group is authorised to announce that the offer ("the offer") by SIMEKA
Business Solutions Group Limited ("SIMEKA")to SUHL shareholders, ("the offer
shareholders") to acquire all shares held by the offer shareholders ("the offer
shares"), has been accepted by offer shareholders holding in excess of 90% of
the offer shares. SIMEKA is therefore entitled to compulsorily acquire all
remaining offer shares from those offer shareholders who have not accepted the
offer, by giving notice to such shareholders in terms of section 440k (1) of the
Companies Act, Act 73 of 1961, ("the Act").
With effect from Friday, 16 May 2008, 263 320 778 ordinary shares (representing
approximately 90,71% of the offer shares), had accepted the offer.
A notice in terms of section 440k of the Act will be posted to the remaining
shareholders on Monday, 19 May 2008. An application will be made to the JSE
Limited to terminate the listing of SUHL once the section 440k process has been
completed.
2. COMPETITION COMMISSION APPROVAL
Shareholders are referred to the announcement released on SENS on the 09 May
2008, relating to the acquisition by SIMEKA of SUHL ("the Acquisition")and are
advised that the Competition Commission has unconditionally approved the
implementation of the Acquisition.
3. CONDITIONS PRECEDENT
Shareholders are advised that all conditions have been met
4. IMPORTANT DATES AND TIMES
Salient Dates and Times
2008
Finalisation date Friday, 16 May
Announcement as to the level of acceptance
with regard to section 440(k) of the
Act to be released on SENS Friday, 16 May
Post notice in terms of section 440(k) to shareholders
who have not accepted the offer
Monday, 19 May
Announcement as to the level of acceptance with
regard to section 440(k) of the Act to be published
in the press Monday, 19 May
Suspension of SAB&T Ubuntu Holdings Limited listing
on the JSE Monday, 19 May
Last day to trade in SUHL shares Friday, 23 May
Consideration record date, being the date on which ordinary
shareholders must be recorded in the register Friday, 30 May
Offer closes at 12:00 on Friday, 30 May
Operative date from the commencement of trading Monday, 2 June
In respect of certificated shareholders of SUHL,
if existing share certificates are surrendered together
with forms of surrender and transfer on or before 12:00
on Friday, 30 May 2008, new share certificates in SIMEKA
will be posted, by registered post, at the risk of
shareholders (or failing such surrender within five
business days of the date of surrender) on or about Monday, 2 June
In respect of dematerialised shareholders, their
accounts at their CSDP or broker updated Monday, 2 June
Expected termination of SAB&T Ubuntu Holdings Limited
listing on the JSE from the commencement of trading Monday, 7 July.
Notes:
1. Shareholders will not be able to dematerialise or rematerialise their SUHL
shares after Friday, 23 May 2008.
2. SUHL shareholders, who surrender their existing documents of title after
the record date, will have their new share certificates posted, by
registered post, within five business days of receipt thereof by the
transfer secretaries at the risk of the shareholders concerned, in terms of
section 440K of the Act as the offer will have closed on 30 May 2008.
Sunninghill
16 May 2008
Corporate Adviser to the Transaction
River Group
Attorneys to SIMEKA
Edward Nathan Sonnenbergs
Designated Adviser to SUHL
River Group
Designated advisor to SIMEKA
Java Capital (Proprietary) Limited
Date: 16/05/2008 12:27:09 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
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.
