| Fri 15 Aug 2008, 15:44 | | RCH - Richemont Securities AG - Salient dates and times announcement |
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RCH
RCH
RCH - Richemont Securities AG - Salient dates and times announcement
Richemont Securities AG
(Incorporated in Switzerland)
Share code: RCH
ISIN: CH0013157380
("Richemont Securities" or the "Depositary")
SALIENT DATES AND TIMES ANNOUNCEMENT
Further to the announcement released by Richemont Securities on SENS and
published in the press on 8 August 2008 ("Press Release"), holders of depositary
receipts in respect of Compagnie Financiere Richemont S.A. ("CFR") and Richemont
S.A. `A` units ("Richemont DRs") ("Richemont DR Holders") are advised that the
information memorandum ("IM") regarding the proposed restructuring of Richemont
and the distribution of 90 per cent of its interest in British American Tobacco
p.l.c. ("BAT") was posted on 15 August 2008. The IM has been posted together
with a supplementary information memorandum ("SIM") issued by Richemont
Securities and addressed to Richemont DR Holders. It is important that
Richemont DR Holders read the IM and the SIM together for comprehensive
information on the proposals ("Proposals") to be presented at the Richemont S.A.
meeting ("RSA Meeting") and CFR meeting ("CFR Meeting") scheduled for 1
September 2008 and 9 October 2008 respectively.
Richemont DR Holders are not entitled to attend the RSA Meeting or the CFR
Meeting. However, they may, in terms of the Deposit Agreement, instruct the
Depositary or the agent of the Depositary in South Africa, Computershare
Investor Services (Proprietary) Limited ("Depositary Agent"), as to how it
should vote at the RSA Meeting and the CFR Meeting in respect of the Richemont
Units held by it on such dates. Further information in this regard is contained
in the SIM. Proxy voting instruction forms in respect of the RSA Meeting and CFR
Meeting are attached to the SIM.
The salient dates and times in respect of the implementation of the Proposals on
the JSE Limited ("JSE") are set out in the table below. All times shown below
are Central European Time ("CET"):
2008
Last day for the receipt by the Depositary or the Thursday 21 August
Depositary Agent of proxy voting instruction forms
for the RSA Meeting by 16:00 on
RSA Meeting to be held at 14:00 in Luxembourg on Monday 1 September
Results of the RSA Meeting released on SENS on Monday 1 September
CFR annual general meeting to be held in Geneva at Wednesday 10
10:00 on September
If required, the last day for the receipt by the Monday 29 September
Depositary or the Depositary Agent of proxy voting
instruction forms for the reconvened RSA Meeting by
16:00 on(note 1)
Last day for the receipt by the Depositary or the Tuesday 30
Depositary Agent of proxy voting instruction forms September
for the CFR EGM by 16:00 on
If required, the reconvened RSA Meeting to be held at Wednesday 8 October
14:00 in Luxembourg on(note 1)
Results of the reconvened RSA Meeting released on Wednesday 8 October
SENS on
CFR EGM to be held in Geneva at 10:00 on Thursday 9 October
Results of the CFR EGM released on SENS on Thursday 9 October
Reinet Investments S.C.A. ("Reinet") Prospectus and Friday 10 October
Reinet pre-listing statement available on or about
Finalisation date for reconstruction of Richemont Friday 10 October
("Richemont Reconstruction")
Effective date of the Richemont Reconstruction - last Monday 20 October
day to trade in Richemont DRs on the JSE on
Suspension of the Richemont DRs from trading on the Tuesday 21 October
JSE on
Listing of CFR DRs and depositary receipts in respect Tuesday 21 October
of ordinary shares in Reinet ("Reinet DRs") on the
JSE on
Commencement of trade in the CFR DRs and Reinet DRs Tuesday 21 October
on the JSE from the start of trade on the JSE on
Finalisation date for the Reinet Reduction of Friday 24 October
Capital(note 2)
Record date for the Richemont Reconstruction Monday 27 October
Last day to trade in Reinet DRs in order to Monday 27 October
participate in the Reinet Reduction of Capital on
(note 2)
Delisting of Richemont DRs from the JSE Tuesday 28 October
Dematerialised Richemont DR Holders will have their Tuesday 28 October
accounts with their broker or CSDP updated with the
CFR DRs and the Reinet DRs on or about
Certificates in respect of the CFR DRs will be posted Tuesday 28 October
to certificated Richemont DR Holders who have
surrendered their Richemont DR certificates (together
with the completed form of surrender) to the
Depositary Agent on or about(note 3)
Reinet DRs trade ex-the BAT ordinary shares ("BAT Tuesday 28 October
Shares") on the JSE on(note 4)
Listing of BAT Shares on the JSE effective on or Tuesday 28 October
before
Holders of Reinet DR ("Reinet DR Holders") commence Tuesday 28 October
trading their entitlement to BAT Shares on
Record date on the JSE for the Reinet Reduction of Monday 3 November
Capital on
Dematerialised Reinet DR Holders will have their Tuesday 4 November
accounts with their broker or CSDP updated with BAT
Shares on or about
Publication of the terms of proposed rights offer by Friday 7 November
Reinet Investments ("Rights Offering") on
Last day to trade in Reinet DRs on the JSE to be Friday 7 November
eligible for the Rights Offering on
First day of the exercise period in respect of the Monday 10 November
Rights Offering on the JSE and the Luxembourg Stock
Exchange on
Warrants listed on the JSE and the Luxembourg Stock Monday 10 November
Exchange and commence trading on(note 5)
Record date on the JSE to be eligible for the Rights Friday 14 November
Offering on
Last day to trade in warrants on the JSE and the Friday 28 November
Luxembourg Stock Exchange on
Record date on the JSE for the Rights Offering and Friday 5 December
closing of the Rights Offering on the JSE on
Auction of unexercised warrants ("Warrant Auction") Monday 8 December
on the Luxembourg Stock Exchange(note 6) to Tuesday 9
December
Wednesday 10
Dematerialised Reinet DR Holders will have their December
accounts with their broker or CSDP updated with new
Reinet DRs (in respect of those subscribed pursuant
to the Rights Offering) on or about
Wednesday 10
Certificates in respect of the Reinet DRs and BAT December
Shares will be posted to those certificated former
Richemont DR Holders who have surrendered their
Richemont DR certificates (together with the
completed form of surrender) to the Depositary Agent
on or about(note 3)
Friday 12 December
Additional Reinet Share Settlement Date (note 7)
Notes:
1 The reconvened RSA Meeting will not be necessary should the RSA Meeting
convened for 1 September 2008 be quorate.
2 In terms of the Reinet Reduction of Capital, Reinet Shareholders and Reinet
DR Holders will have BAT Shares distributed to them on the cancellation of
approximately 86.3 per cent of their interest in Reinet. Following the
last day to trade in Reinet DRs in order to participate in the Reinet
Reduction of Capital, approximately 86.3 per cent of each Reinet DR
Holders` holding in Reinet DRs will be frozen in anticipation of the Reinet
Reduction of Capital.
3 The Transfer Secretaries will withhold the certificates in respect of
Reinet DRs to which a certificated Richemont DR Holder is entitled upon the
surrender of his Richemont DR certificates to facilitate the Reinet
Reduction of Capital and the Rights Offering for certificated Reinet DR
Holders, as more fully described in the SIM.
4 No conversion of Reinet DRs into Reinet Shares will be allowed from Tuesday
28 October 2008 to Tuesday 4 November 2008, both days inclusive.
5 The warrants are renounceable nil-paid warrants which constitute, in South
Africa, letters of allocation for the purposes of the provisions of the
Companies Act, 1973(Act 61 of 1973) as amended.
6 An auction of all of the unexercised warrants at the end of the exercise
period in respect of the Rights Offering will be held on the Luxembourg
Stock Exchange. Holders of unexercised warrants will receive their pro rata
share of the proceeds of the Warrant Auction following the conclusion of
the Warrant Auction.
7 Additional Reinet shares may be issued to the underwriters of the proposed
Rights Offering pursuant to the terms of the underwriting agreement.
8 All times shown in this announcement expressed as CET.
9 These dates and times are subject to change. Any material change will be
released on SENS.
10 No dematerialisation or rematerialisation of Richemont DR certificates may
take place after Friday 10 October 2008.
11 No conversions of Richemont DRs into underlying Richemont `A` Units will be
allowed after Friday 10 October 2008.
Geneva
15 August 2008
Date: 15/08/2008 15:44:02 Produced by the JSE SENS Department.
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