| Mon 2 Jun 2008, 12:26 | | RES/DIV - Resilient/ Diversified - Results of the scheme meetings |
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DIV RES
DIV RES
RES/DIV - Resilient/ Diversified - Results of the scheme meetings
Resilient Property Income Fund Limited
(Registration No. 2002/016851/06)
Share Code: RES
ISIN Code: ZAE000043642
("Resilient")
Diversified Property Fund Limited
(Registration No. 2005/029685/06)
Share Code: DIV
ISIN Code: ZAE000072369
("Diversified")
RESULTS OF THE SCHEME MEETINGS
Diversified linked unitholders are referred to the scheme meetings of
Diversified shareholders and Diversified debenture holders held on Monday, 2
June 2008 in respect of the scheme of arrangement ("the scheme") in terms of
section 311 of the Companies Act (Act 61 of 1973, as amended) ("the Act")
proposed by Resilient ("the proposer"), between Diversified and its linked
unitholders (other than the proposer) ("the scheme members"). In terms of the
scheme the proposer will acquire all of the linked units in Diversified held by
the scheme members ("the scheme units") for a consideration of 0.43750 new
Resilient linked units for every Diversified linked unit held, rounded up or
down to the nearest whole number.
Diversified linked unitholders are advised that the requisite majority of scheme
members approved the scheme at the scheme meetings.
The Chairman of the scheme meeting is to report back to the High Court of South
Africa (Witwatersrand Local Division) ("the Court") on Tuesday, 10 June 2008
("the return date") for the sanctioning of the scheme. Scheme members are
entitled to attend or be represented by counsel at the Court on the return date.
Copies of the Chairman`s report on the scheme meetings will be available to any
Diversified linked unitholder on request, free of charge, at Diversified`s
registered office (4th Floor, Rivonia Village, Rivonia Boulevard, Rivonia, 2191)
and at the offices of the Chairman c/o Cliffe Dekker Incorporated, Fourth Floor,
1 Protea Place, Sandown, Sandton, 2196) during normal business hours at least
one week before the return date.
Diversified linked unitholders are advised that Resilient shareholders and
debenture holders have passed the requisite resolutions required approving the
acquisition of 100% of the linked units in Diversified.
Accordingly, the only outstanding conditions to the scheme are as follows:
the Competition Authorities approving the acquisition by the proposer of the
scheme units;
the Court sanctioning the scheme on the return date; and
a notarially certified copy of the Order of Court sanctioning the scheme being
registered by the Companies and Intellectual Property Registration Office in
terms of the Act.
Further announcements regarding the date on which the scheme will be implemented
will be released on SENS and published in the press in due course.
2 June 2008
Corporate advisor, legal advisor and sponsor to the proposer and to Diversified
Java Capital (Proprietary) Limited
Independent advisor
PKF Corporate Finance (Proprietary) Limited
Attorneys to the scheme
Fluxmans Incorporated
Date: 02/06/2008 12:26:17 Produced by the JSE SENS Department.
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