| Fri 15 Jan 2010, 15:50 | | GEN - Newshelf 1005 (Proprietary) Limited - Salient Dates And Times In Respect |
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JSE
GEN
GEN - Newshelf 1005 (Proprietary) Limited - Salient Dates And Times In Respect
Of The Offer By Newshelf To Andulela Investment Holdings Limited ("Andulela")
Shareholders
NEWSHELF 1005 (PROPRIETARY) LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/028867/07)
("Newshelf")
SALIENT DATES AND TIMES IN RESPECT OF THE OFFER BY NEWSHELF TO ANDULELA
INVESTMENT HOLDINGS LIMITED ("ANDULELA") SHAREHOLDERS
1. INTRODUCTION
Andulela shareholders are referred to the firm intention announcement
released by Newshelf on SENS on Friday, 20 November 2009 and published in
the press on Monday, 23 November 2009, wherein it was announced that
Newshelf had stated its firm intention to make a mandatory cash offer
("Offer") to Andulela shareholders, other than Newshelf ("Andulela
Minority Shareholders"), to acquire their Andulela ordinary shares at a
price of 12 cents per Andulela ordinary share.
The acquisition of the Andulela ordinary shares from the Andulela
Minority Shareholders, is to be implemented in terms of the Companies
Act, 1973 (Act 61 of 1973), as amended ("the Act") and the Securities
Regulations Panel ("SRP") Code on Takeovers and Mergers.
Notwithstanding Newshelf`s rights in terms of section 440K of the Act and
the fact that it expressed an intention to follow such rights in its
announcement of Friday, 20 November 2009, Newshelf has subsequently
undertaken to the Andulela Board that in the interests of Andulela
Minority Shareholders it will not invoke such right.
This announcement contains the salient dates and times in relation to the
Offer.
2. SALIENT DATES AND TIMES
The salient dates of the Offer are set out in the table below:
2009
Firm intention announcement on SENS on Friday, 20 November
Firm intention announcement in the press on Monday, 23 November
2010
Circular posted to Andulela shareholders on Monday, 18 January
Opening date of the offer at 09:00 on Monday, 18 January
Last day to trade in order for Andulela shareholders Five business days
to participate in the offer prior to the closing
date
Andulela ordinary shares trade ex the right to Four business days
participate in the Offer prior to the closing
date
Record date on which Andulela shareholders must be The closing date
recorded in the register in order to participate in
the Offer
Closing date of the Offer at 12:00 The closing date to
be announced on SENS
and published in the
press
Results of the Offer announced on SENS Within one business
day of the closing
date
Results of the Offer published in the press on Within two business
days of the closing
date
Offer consideration posted to offer participants who Offer consideration
have not dematerialised their Andulela ordinary settlement dates,
shares (offer participants will receive either a being every fifth
direct deposit or a posted cheque) business day after
Monday, 18 January
2010 until the fifth
business day after
the closing date
Offer consideration credited to the CSDP or broker, Offer consideration
as the case may be, of offer participants who have settlement dates,
dematerialised their Andulela ordinary shares and being every fifth
whose acceptance of the Offer has been received by business day after
the transfer secretaries Monday, 18 January
2010 until the fifth
business day after
the closing date
Notes:
1. The above dates and times are subject to amendment at the discretion
of Newshelf, subject to the prior written approval of the SRP. Any
such amendment will be released on SENS and published in the South
African press.
2. All times indicated above are South African times.
3. CIRCULAR
A circular, which has been approved by the SRP, providing full
information on the Offer and incorporating a form of acceptance,
surrender and transfer will be posted to Andulela shareholders on Monday,
18 January 2010.
The circular is available in English only and additional copies may be
obtained from the registered offices of Newshelf at 108 4th Street,
Parkmore, Sandton, 2196.
Johannesburg
Friday, 15 January 2010
Investment Bank to Newshelf
(Investec Corporate Finance Logo)
Attorneys to Newshelf
(Glyn Marais Inc. logo)
Date: 15/01/2010 15:50:02 Produced by the JSE SENS Department.
