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SPO
SPO
SPO - Set Point Group Limited - JSE Limited approval of the specific offer
mechanism proposed by Set Point
Set Point Group Limited
(formerly Set Point Technology Holdings Limited)
Incorporated in the Republic of South Africa
Registration number: 1996/014334/06
Share code: SPO
ISIN code: ZAE000132601
("Set Point" or "the company")
JSE Limited approval of the specific offer mechanism proposed by Set Point
Shareholders are referred to the announcement that was published on SENS on
19 January 2010 and are now advised that the JSE Limited ("the JSE") has
formally approved the specific offer mechanism proposed by the company in
terms of which shareholders are required to elect either to sell their
shareholding in Set Point for the specific offer consideration ("the cash
alternative") or to retain their shareholding in the unlisted Set Point and
whereby shareholders who do not make an election will be deemed to have
elected the cash alternative and agreed to sell their shares to Set Point
and/or its subsidiary for the specific offer consideration.
However, the proposed specific offer and delisting of the company from the
Main Board of the JSE ("proposals") are still subject, inter alia, to the
following conditions precedent:
- the passing by the requisite majority of Set Point shareholders at the
general meeting of the ordinary and special resolutions required to
implement the proposals and where appropriate registration of such
resolutions;
- the provision of a cash confirmation by Set Point`s bankers to the
satisfaction of the Securities Regulation Panel ("SRP"); and
- the unconditional approval of the JSE and the SRP of the documentation
relating to the proposals.
A firm intention announcement setting out the full terms of the proposals and
including the pro forma financial effects will be made in due course.
Isando
12 February 2010
Lead joint sponsor Joint sponsor
BDO Corporate Finance Investec Bank Limited
Legal advisor Reporting accountants and auditors
Edward Nathan Sonnenbergs Inc. KPMG Inc.
Date: 12/02/2010 12:38:02 Produced by the JSE SENS Department.
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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.
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