| Thu 8 Oct 2009, 14:39 | | AFP - Alexander Forbes Preference Share Investments Limited - Meetings |
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AFP
AFP
AFP - Alexander Forbes Preference Share Investments Limited - Meetings
Alexander Forbes Preference Share Investments Limited
(Incorporated in the Republic of South Africa)
Registration number: 2006/031561/06
ISIN code: ZAE000098067
Share code: AFP
("AF Pref" or "the Company")
RESULTS OF THE CLASS MEETING OF PREFERENCE SHAREHOLDERS, GENERAL MEETING OF
ORDINARY SHAREHOLDERS AND PREFERENCE SHAREHOLDERS AND GENERAL MEETING OF
DEBENTURE HOLDERS ("Meetings")
1. Introduction
Linked unitholders of the Company are referred to the announcement released on
SENS on 14 September 2009 and in the press on 15 September 2009 and the
circular to shareholders dated 16 September 2009 ("Circular") relating to:
- the acquisition by AF Pref of its proportionate share of the relevant assets
(as defined in the Circular) (the "Proposed Acquisition");
- the rights offer in respect of 90 000 000 rights offer linked units to be
made to linked unitholders in the ratio of 90 new rights offer linked units
for every 100 linked units held at the close of business on Friday, 6 November
2009, at R3.50 per linked unit ("Rights Offer");
- the capital distribution of R0.85 per preference share by way of a capital
reduction out of share premium to be made to preference shareholders recorded
in the register as such on Friday, 6 November 2009 ("Preference Share
Distribution"); and
- the issue of 46 846 200 new linked units to linked unitholders recorded in
the register as such on Friday, 6 November 2009, in lieu of accrued and
capitalised interest ("Capitalisation Issue").
2. Results
At the Meetings held on Thursday, 8 October 2009, all of the ordinary and
special resolutions proposed at the Meetings, details of which were contained
in the Circular, were approved by the requisite majority of votes. The
special resolutions will be lodged for registration with the Companies and
Intellectual Property Registration Office ("CIPRO") in due course.
3. Preference Share Distribution
Linked unitholders are advised that the condition precedent for the Preference
Share Distribution has been fulfilled, namely:
- The requisite majority of ordinary shareholders and preference shareholders
in general meeting passing the ordinary resolution required to authorise the
payment of the Preference Share Distribution.
Linked unitholders are reminded of the following salient dates in respect of
the Preference Share Distribution:
Last day to trade in AF Pref linked units in order Friday, 30 October 2009
to receive the Preference Share Distribution
AF Pref linked units commence trading ex the Monday, 2 November 2009
Preference Share Distribution
Record date for the Preference Share Distribution Friday, 6 November 2009
Payment date for the Preference Share Distribution Monday, 9 November 2009
Linked unitholders may not dematerialise or rematerialise their linked units
between Monday, 2 November 2009 and Friday, 6 November 2009, both days
inclusive.
4. Remaining conditions precedent
The Proposed Acquisition, Rights Offer and Capitalisation issue are inter-
conditional.
4.1. The Proposed Acquisition remains conditional upon:
- the necessary registrations being made with CIPRO; and
- the entering into of the sale and assignment agreement in relation to the
Proposed Acquisition and it becoming unconditional in accordance with its
terms.
4.2. The Rights Offer remains conditional upon:
- approval being obtained from the JSE Limited for the Rights Offer circular
and the application for the listings of the letters of allocation and the
rights offer linked units being granted; and
- the necessary registrations being made with CIPRO.
4.3. The Capitalisation Issue remains conditional upon the necessary
registrations being made with CIPRO.
5. Further Announcement
A further announcement confirming the fulfilment of the remaining conditions
precedent will be released on SENS in due course.
Sandton
8 October 2009
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Attorneys
Deneys Reitz Inc.
Reporting accountants
PricewaterhouseCoopers Inc.
Date: 08/10/2009 14:39:03 Produced by the JSE SENS Department.
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