| Wed 17 Dec 2008, 13:48 | | QHL - Queensgate` - Update On The Acquisition Of 100% Of Queensgate Business |
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QHL
QHL
QHL - Queensgate` - Update On The Acquisition Of 100% Of Queensgate Business
Development (Pty) Ltd From Queensgate Holdings (Pty) Ltd And Notice Of General
Meeting
QUEENSGATE HOTELS AND LEISURE LIMITED
(Formerly Cyberhost Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1998/013649/06)
Share code: QHL ISIN code: ZAE000113718
(`Queensgate` or `the Company`)
UPDATE ON THE ACQUISITION OF 100% OF QUEENSGATE BUSINESS DEVELOPMENT
(PROPRIETARY) LIMITED ("QBD") FROM QUEENSGATE HOLDINGS (PROPRIETARY) LIMITED
("QH") ("the acquisition") AND NOTICE OF GENERAL MEETING
1. Introduction
Shareholders were advised on SENS on 4 December 2008 that the Company had
concluded an agreement, dated 17 November 2008, in terms of which it will
acquire 100% of the issued share capital in QBD from QH for a purchase
consideration of R75 million, which will be settled by the issue of 375 000
000 new ordinary shares in Queensgate at 20 cents per share, and which
shares will be issued on approval of the acquisition at the general
meeting, as detailed below, and fulfilment of the normal terms and
conditions usual for a transaction of the nature contemplated.
As detailed in the said announcement, QH is a related party to Queensgate,
as it is the controlling shareholder in Queensgate and the board of
directors of Queensgate and QH has certain common directors, namely Messrs
AJ Hubbard and HGB Friedrichsen. In accordance with JSE Listings
Requirements, the transaction required a fairness opinion from an
independent professional expert.
2. Documentation
A circular setting out the full details of the acquisition, including the
fairness report referred to above, will be posted to shareholders on 17
December 2008.
3. Notice of General Meeting
Shareholders are advised that a general meeting to approve the acquisition
will be held at 10h00 on Wednesday, 7 January 2009 at Arcay House II,
Number 3 Anerley Road, Parktown, Johannesburg for the purpose of approving
the resolutions required to implement the acquisition as set out in the
notice of general meeting attached to and forming part of the circular to
shareholders referred to in paragraph 2 above.
Johannesburg
17 December 2008
Designated Advisor
Arcay Moela Sponsors (Proprietary)
Limited
Date: 17/12/2008 13:48:20 Produced by the JSE SENS Department.
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