POY
POY
POY - Poynting Holdings Limited - Management Shareholders` Agreement
POYNTING HOLDINGS LIMITED
(Formerly Poynting Innovations (Proprietary) Limited)
Incorporated in the Republic of South Africa
(Registration number 1997/011142/06)
Share code: POY & ISIN: ZAE000121299
("Poynting" or "the company")
MANAGEMENT SHAREHOLDERS` AGREEMENT
In terms of an agreement entered into by Jeurgen Dresel, Derek Colin Nitch and
The Andries Petrus Cronje Fourie Trust ("Management Shareholders") and the
company, it has been agreed that in the event of the company failing to achieve
at least 80% of the June 2009 profit forecast as set out in the prospectus dated
26 June 2008, being an amount of R15 204 000, a share repurchase from such
Management Shareholders will be effected by the company. For every Rand of these
earnings not achieved, the management shareholders will offer 5.74 shares for
repurchase, subject to a maximum number of shares as detailed below.
The Management Shareholders have agreed to offer back to the company a portion
of the shares which they held prior to the private placement allocation effected
in June 2008 in the proportions set out hereafter, at the par value of 0.005
cents, which shares will subsequently be cancelled:
- 1 183 138 shares held by Juergen Dresel;
- 1 334 720 shares held by Derek Colin Nitch; and
- 3 432 226 shares held by The Andries Petrus Cronje Fourie Trust.
Should the share repurchase be effected, it will be subject to shareholder
approval at the time of the share repurchase. In terms of the Listings
Requirements of JSE Limited, the Management Shareholders and their associates
will be excluded from voting on the share repurchase.
Wynburg
14 October 2008
Designated Adviser
Merchantec (Proprietary) Limited
Date: 14/10/2008 17:31:07 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.
Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information.
