| Mon 6 Apr 2009, 13:25 | | RDF/MDN - Redefine/Madison - Results of the Madison scheme meetings |
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MDN RDF
MDN RDF
RDF/MDN - Redefine/Madison - Results of the Madison scheme meetings
Redefine Income Fund Limited
Registration No. 1999/018591/06
Share Code: RDF
ISIN Code: ZAE000023503
("Redefine" or "the proposer")
Madison Property Fund Managers Holdings Limited
Registration No. 2003/021772/06
Madison Property Fund Managers Limited
Registration No. 2005/021874/06
Share Code: MDN
ISIN: ZAE000080560
("Madison")
RESULTS OF THE MADISON SCHEME MEETINGS
Separate scheme meetings (the "scheme meetings") of Madison linked unitholders
in their capacity as shareholders of Madison Property Fund Managers Holdings
Limited ("Madison Holdings") in respect of the shares in Madison Holdings held
by them and in their capacity as creditors of Madison Property Fund Managers
Limited ("Madison Limited") in respect of the Madison Limited debentures held by
them were held on Monday, 6 April 2009 for purposes of considering and, if
deemed fit approving the scheme of arrangement proposed by Redefine between
Madison and its linked unitholders (the "scheme") on the terms set out in the
scheme circular dated 13 March 2009.
Madison linked unitholders are advised that at the scheme meetings the scheme
was approved by the requisite majorities of scheme members in terms of sections
311(2)(a) and 311(2)(b) of the Companies Act, 61 of 1973.
The Chairman of the scheme meetings is to report back to The South Gauteng High
Court (Johannesburg) ("the Court") on Tuesday, 9 June 2009 ("the return date")
at 10h00 or so soon thereafter as Counsel may be heard when application will be
made for the sanctioning of the scheme. Madison linked unitholders 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 Madison
linked unitholder on request, free of charge, at Madison`s registered office (2
Arnold Road, Rosebank, 2196) and at the offices of the Chairman c/o Werksmans
Incorporated (5th Street, Sandton, Johannesburg, 2196) during normal office
hours for at least one week before the return date.
In addition to the sanctioning of the scheme by the Court and the registration
by CIPRO of the Court Order, the scheme remains conditional upon:
- the approval of the Competition Authorities of the merger of Redefine,
ApexHi Properties Limited ("ApexHi") and Madison; and
- the Court sanction of the seperate schemes of arrangement proposed by
Redefine between ApexHi and its "A" linked unitholders, "B" linked
unitholders and "C" linked unitholders respectively (other than Redefine)
and the registration by CIPRO of such Court Orders.
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.
6 April 2009
Corporate advisor, legal advisor and sponsor to Redefine and
sponsor to Madison
Java Capital (Proprietary) Limited
Independent advisor to Madison
Grant Thornton Corporate Finance
Attorneys to the scheme
Fluxmans Inc.
Independent sponsor to Madison
Deloitte & Touche Sponsor Services (Proprietary) Limited
Date: 06/04/2009 13:25:02 Produced by the JSE SENS Department.
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