| Mon 27 Jul 2009, 17:22 | | SNU - Sentula - Circular Posted To Shareholders And Renewal Of Cautionary |
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SNU
SNU
SNU - Sentula - Circular Posted To Shareholders And Renewal Of Cautionary
Sentula Mining Limited
(Registration number 1992/001973/06)
Incorporated in the Republic of South Africa
Share code: SNU ISIN code: ZAE000107223
("Sentula" or "the Group" or "the Company")
CIRCULAR POSTED TO SHAREHOLDERS AND RENEWAL OF CAUTIONARY
1. Introduction
Shareholders are referred to Sentula`s audited provisional results
announcement released on the Securities Exchange News Service ("SENS") on
Wednesday, 24 June 2009, wherein Sentula announced that it is considering
various initiatives to, inter alia, strengthen its balance sheet and allow
for the alignment of its capital structure to its business model and the
current environment.
These initiatives are anticipated to create a more robust balance sheet and
could contribute towards lower financing costs and the creation of a platform
from which to take advantage of growth opportunities.
In order to pursue these initiatives, the directors propose that, subject to
the receipt of the requisite approvals from shareholders in the general
meeting as detailed in paragraph 2 below:
- Sentula increases its authorised share capital from 260,000,000 (two
hundred and sixty million) ordinary shares of 1 cent each to
1,000,000,000 (one billion) ordinary shares of 1 cent each;
- the memorandum of association of Sentula is amended to reflect the
increase in the authorised share capital;
- a further 350,000,000 (three hundred and fifty million) ordinary shares
are placed under the control of the directors;
- the directors are authorised by way of a general authority to issue
ordinary shares for cash, subject to the parameters set out in the
Listings Requirements of the JSE Limited ("JSE"); and
- in the event of a rights offer, any obligation that arises for an
underwriter of such rights offer to make a mandatory offer to
shareholders in terms of Rule 8.7 of the Securities Regulation Code on
Takeovers and Mergers, is waived by the independent shareholders of the
Company and the Securities Regulation Panel.
Shareholders are advised that a circular containing details of the general
meeting ("the circular") has been posted on Monday, 27 July 2009.
2. Notice of general meeting
Notice is hereby given that a general meeting of the shareholders of Sentula
will be held at Investec Bank Limited, at 100 Grayston Drive, Sandown at
10:00 on Tuesday, 18 August 2009 for the purpose of considering and, if
deemed fit, passing with or without modification the resolutions set out in
the notice of general meeting.
3. Salient dates and times
The salient dates and times in respect of the general meeting are as follows:
2009
Circular posted to Sentula shareholders Monday, 27 July
Last day for shareholders to lodge form of Friday, 14 August
proxy by 10:00
General meeting to be held at 10:00 Tuesday, 18 August
Results of general meeting to be released on Tuesday, 18 August
SENS
Results of general meeting to be published Wednesday, 19 August
in the press
Notes
1. All times referred to are local times in South Africa.
2. Any variation to the dates and times will be released on SENS and
published in the press.
Additional copies of the circular may be obtained from the registered office
of Sentula (Ground Floor, Building 14, The Woodlands Office Park, Woodlands
Drive, Woodmead) and the transfer secretaries, Link Market Services
(Propriety) Limited (16th Floor, 11 Diagonal Street, Johannesburg 2001).
Renewal of cautionary
Further to the announcement dated Wednesday, 24 June 2009, shareholders are
advised to continue to exercise caution when dealing in the Company`s
securities until a further announcement is made.
Johannesburg
27 July 2009
Lead sponsor:
Merchantec (Proprietary) Limited
Corporate advisor:
Investec Bank Limited
Transaction sponsor:
Investec Bank Limited
Legal advisor:
Werksmans Incorporating Jan S. de Villiers
Date: 27/07/2009 17:22:02 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.
