| Mon 8 Sep 2008, 17:59 | | SPG - Super Group Limited - Fulfilment of conditions precedent and salient dates |
|
SPG
SPG
SPG - Super Group Limited - Fulfilment of conditions precedent and salient dates
and times of the Rights Offer
Super Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1943/016107/06)
ISIN number: ZAE000011334)
Share code: SPG
("Super Group" "the Group" or "the Company")
Fulfilment of conditions precedent and salient dates and times of the Rights
Offer
1. Introduction
Shareholders are referred to the announcements released on the JSE Limited
("JSE") Securities Exchange News Service ("SENS") on 23 July 2008 and 25
August 2008 relating to the Super Group rights offer ("the Rights Offer").
In terms of the Rights Offer, new Super Group ordinary shares ("Rights
Offer Shares") will be offered to ordinary shareholders in the ratio of 50
Rights Offer Shares for every 100 ordinary shares held at the close of
trade on Friday, 26 September 2008, at an issue price of 400 cents per
Rights Offer Share.
The purpose of this announcement is to provide Super Group shareholders
with an update on the fulfilment of the conditions precedent and to inform
shareholders of the salient dates and times of the Rights Offer.
2. Conditions precedent
Shareholders are advised that all conditions precedent for the Rights Offer
have been fulfilled, namely:
approval of the Rights Offer circular by the JSE;
listings for the letters of allocation being granted by the JSE; and
registration of the Rights Offer circular, form of instruction and
letter of allocation by the Companies and Intellectual Property
Registration Office of South Africa.
3. Salient dates and times
2008
Last day to trade in shares in order to settle Thursday, 18 September
trades by the record date for the Rights Offer and
to qualify to participate in the Rights Offer (cum
rights)
Listing and trading of letters of allocation on Friday, 19 September
the JSE while shares trade ex-rights commences at
9h00
Record date for the Rights Offer for purposes of Friday, 26 September
determining ordinary shareholders entitled to
participate in the Rights Offer at the close of
business
Rights Offer circular and pre-listing statement Friday, 26 September
posted to ordinary shareholders
Rights Offer opens at 09h00 Monday, 29 September
Dematerialised ordinary shareholders will have Monday, 29 September
their accounts at their CSDP or broker
automatically credited with their letters of
allocation
Certificated ordinary shareholders will have their Monday, 29 September
letters of allocation credited to an electronic
register at the transfer secretaries
Last day to trade in letters of allocation in Friday, 10 October
order to settle trades by the close of the Rights
Offer and participate in the Rights Offer at the
close of business
Last day for forms of instruction of certificated Friday, 10 October
ordinary shareholders wishing to sell all or part
of their entitlement to be lodged with the
transfer secretaries by 12h00
Listing of the maximum number and trading of Monday, 13 October
Rights Offer shares on the JSE commences at 09h00
Record date for letters of allocation Friday, 17 October
Rights Offer closes at 12h00 and payment to be Friday, 17 October
made and forms of instruction lodged by
certificated ordinary shareholders with the
transfer secretaries by 12h00 (see note 2 below)
CSDP/Broker accounts credited with Rights Offer Monday, 20 October
shares and debited with any payments due in
respect of dematerialised Rights Offer shares
Rights Offer share certificates posted to Monday, 20 October
certificated ordinary shareholders on or about
Results of Rights Offer released on SENS Monday, 20 October
Results of Rights Offer published in the press Tuesday, 21 October
Refund cheques, if applicable, posted to Tuesday, 21 October
certificated ordinary shareholders, if applicable,
in respect of excess applications, on or about
Adjustments to the number of Rights Offer shares Wednesday, 22 October
listed, on or about
Notes:
1. All times referred to above are local times in South Africa.
2. Dematerialised ordinary shareholders are required to inform their CSDP or
broker of their instructions in terms of the Rights Offer in the manner and time
stipulated in the agreement governing the relationship between the shareholder
and their CSDP or broker.
3. Share certificates may not be dematerialised or rematerialised between
Monday, 8 September 2008 and Friday, 12 September 2008, both days inclusive.
4. Dematerialised ordinary shareholders will have their accounts at their CSDP
automatically credited with their rights and certificated ordinary shareholders
will have their rights credited to an account at Computershare Nominees.
5. CSDPs effect payment in respect of dematerialised ordinary shareholders on a
delivery versus payment method.
6. Any variation of the above dates and times will be approved by the JSE,
released on SENS and published in the South African press.
4. Circular
The full details of the Rights Offer will be provided in a circular to be
posted to ordinary shareholders on or about 26 September 2008.
Sandton
8 September 2008
Merchant bank and transaction sponsor: Rand Merchant Bank, a division of
FirstRand Bank Limited
Corporate law advisors: Fluxmans Attorneys
Sponsor: Deutsche Securities (SA) (Proprietary) Limited
Reporting accountants and auditors: KPMG Incorporated
Date: 08/09/2008 17:59:01 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.