| Mon 21 Jan 2008, 17:57 | | CYB - Cyberhost - Proposed Change In Name Of Compa |
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CYB
CYB
CYB - Cyberhost - Proposed Change In Name Of Company To Queensgate Hotel And
Leisure Limited And Increase In Authorised Share Capital
CYBERHOST LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/013649/06)
Share code: CYB ISIN Code: ZAE000017471
("Cyberhost" or "company")
18 January 2008
PROPOSED CHANGE IN NAME OF COMPANY TO QUEENSGATE HOTEL AND LEISURE LIMITED AND
INCREASE IN AUTHORISED SHARE CAPITAL
CHANGE IN NAME OF COMPANY
It is proposed that the name of Cyberhost Limited be changed to Queensgate Hotel
and Leisure Limited in order to reflect the intention of the new strategic focus
of the company in the hotel and leisure market, combining hotel management,
wellness, food and beverage and conferencing in anticipation of shareholder
approving the acquisition of Queensgate Leisure Holdings (Proprietary) Limited
("Queensgate Leisure"), which has an established track record, in-depth
management experience and attractive hospitality portfolio and includes assets
such as Tinga Private Game Lodge (Kruger Park), BMW Pavilion (Cape Town, V & A
Waterfront) and Radisson Hotel (Cape Town).
A special resolution will be proposed to change the name from "Cyberhost
Limited" to "Queensgate Hotel and Leisure Limited". For a period of not less
than one year, Queensgate will reflect the former name "Cyberhost Limited" on
all documents of title in brackets beneath the new name of "Queensgate Hotel and
Leisure Limited".
In terms of the Listings Requirements, approval was granted by the JSE for the
change of name and for the abbreviated name "QLeisure" to be used with the share
code "QHL" and the ISIN will be changed to ZAE000113718. A circular relating to
the proposed change in name, containing a notice of general meeting, has been
posted to shareholders.
SALIENT DATES AND TIMES
2008
Last day for lodging forms of proxy at Thursday, 07 February
10:00 on
General meeting at 10h00 on Monday, 11 February
Announcement on SENS on Monday, 11 February
Special resolution submitted to CIPRO Tuesday, 12 February
on
Special resolution and name change Friday, 07 March
certificate expected to be registered
by CIPRO by
Last day to trade shares in the name of
Cyberhost Limited in order to be Friday, 28 March
recorded as a shareholder by the record
date on
Trading in new shares under the JSE Monday, 31 March
code QHL and ISIN ZAE000113718
commences on
Record date for determining those
shareholders whose shares will be Friday, 04 April
subject to the change of name on
Date of issue of new replacement share
certificates provided that the old
share certificates have been lodged by Monday, 07 April
12:00 on the record date. (Share
certificates received after this time
will be posted within 5 business days
of receipt) on or about
Dematerialised shareholders will have Monday, 07 April
their accounts at their CSDP or broker
updated on
Notes:
1. The abovementioned dates and times are South African dates and times and
are subject to amendment. Any such amendment will be announced on SENS.
2. Should they wish to attend or vote at the above general meeting,
dematerialised shareholders are required to advise their CSDP or broker by the
cut-off time stipulated above or in accordance with their agreements with their
CSDP or broker.
3. Share certificates in the name of Cyberhost will not be able to be
dematerialised or rematerialised after Friday, 28 March 2008.
INCREASE IN AUTHORISED SHARE CAPITAL
It is also proposed that the company`s authorised share capital be increased
from R1 000 000 divided into 1 000 000 000 ordinary shares of 0.1 cent each to
R2 000 000 comprising 2 000 000 000 ordinary shares of 0.1 cents per share,
which additional ordinary shares shall, in all respects, rank pari passu with
the existing ordinary shares in the capital of the company. The directors wish
to increase the existing authorised ordinary share capital to enable Cyberhost
to create authorised shares for the intended acquisition of Queensgate Leisure,
which acquisition will be detailed in a separate circular to shareholders, as
well as to facilitate future acquisitions or raising of additional share
capital.
RENEWAL OF CAUTIONARY
Further to the cautionary announcements dated 03 August 2007, 14 September
2007and 15 October 2007 and 20 November 2007, shareholders are advised that
Cyberhost is still in negotiations of the final terms of the acquisition of
Queensgate as previously announced. The finalisation of the acquisition
agreements has been delayed due to an empowerment transaction at the Queensgate
Leisure level. Agreement on the Queensgate Leisure level has been reached,
subject to certain conditions precedent. The terms of the acquisition by
Cyberhost are now under final negotiation and are expected to be announced
shortly.
The transaction is with related parties, will constitute a reverse listing and
will require both JSE and shareholder approval. Further announcements will be
made in due course once agreements have been signed. Accordingly shareholders
are advised to continue to exercise caution when dealing in the company`s
securities until a full announcement is made.
By order of the board
Johannesburg
21 January 2008
Sponsor
Arcay Moela Sponsors (Pty) Ltd
Date: 21/01/2008 17:57:34 Produced by the JSE SENS Department.
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