| Thu 15 Apr 2010, 11:48 | | COM - Comair Rights Offer Finalisation Announcement |
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COM
COM
COM - Comair Rights Offer Finalisation Announcement
Comair Limited
(Registration number 1967/006783/06)
Incorporated in the Republic of South Africa
Share code: COM & ISIN code: ZAE000029823
("Comair" or "the Company")
COMAIR RIGHTS OFFER FINALISATION ANNOUNCEMENT
1. INTRODUCTION
Further to the announcement published on the Securities Exchange News
Services on Thursday, 8 April 2010 in which Comair shareholders were
advised of Comair`s intention to raise R124,517,647, by way of a fully
underwritten renounceable rights offer of 69,176,471 new Comair ordinary
shares of 1 cent each ("Rights Offer Shares") to qualifying Comair
ordinary shareholders and Comair `A` ordinary shareholders, that are
eligible to participate (collectively "Shareholders") ("Rights Offer").
The Rights Offer Shares will be issued at a share price of 180 cents per
Rights Offer Share ("Rights Offer Price") in the ratio of 14 rights for
every 100 Comair ordinary shares or Comair `A` ordinary shares
(collectively "Shares") held on the record date for the Rights Offer,
being Friday, 30 April 2010 ("Record Date").
2. CONDITIONS PRECEDENT
Shareholders are advised that the Rights Offer is unconditional as the
following conditions have been fulfilled:
- the listing of the Rights Offer Shares to be allotted and issued
pursuant to the Rights Offer has been granted by the JSE Limited
("JSE");
- the listing of the renounceable (nil paid) letters of allocation in
respect of the Rights Offer has been granted by the JSE; and
- the circular in terms of the Rights Offer and the related relevant
documentation have been lodged with and registered by the Registrar
of Companies in accordance with the Companies Act, No 61 of 1973.
As a result the Rights Offer is now unconditional and will be
implemented in accordance with the timetable set out in paragraph 3
below.
3. SALIENT DATES AND TIMES
The salient dates and times relating to the Rights Offer are set out
below:
Last day to trade in Shares in order to Thursday, 22 April 2010
participate in the Rights Offer (cum entitlement)
Shares commence trading ex-entitlement at 09:00 Friday, 23 April 2010
on
Listing of and trading in the letters of Friday, 23 April 2010
allocation on the JSE commences at 09:00 on
Record Date for the Rights Offer Friday, 30 April 2010
Rights Offer circular and form of instruction, Monday, 3 May 2010
where applicable, mailed to Shareholders
Rights Offer opens at 09:00 on Monday, 3 May 2010
Letters of allocation credited to an electronic Monday, 3 May 2010
account held at the transfer secretaries in
respect of holders of certificated Shares
CSDP or broker accounts credited with Monday, 3 May 2010
entitlements in respect of holders of
dematerialised Shares
Underwriting agreement becomes irrevocable at Friday, 14 May 2010
16:30 (see note 6)
Last day for trading letters of allocation on the Friday, 14 May 2010
JSE
Listing of Rights Offer Shares and trading Monday, 17 May 2010
therein on the JSE commences at 09:00 on
Rights Offer closes at 12:00 (note 2) on Friday, 21 May 2010
Payment to be made and form of instruction to be Friday, 21 May 2010
lodged with the transfer secretaries by holders
of certificated Shares by 12:00 on
Record Date for the letters of allocation Friday, 21 May 2010
Excess applications allocated Monday, 24 May 2010
Rights Offer Shares issued on or about Monday, 24 May 2010
CSDP or broker accounts in respect of holders of Monday, 24 May 2010
dematerialised Shares debited and updated with
Rights Offer Shares and share certificates mailed
to certificated Shareholders by registered mail
on or about
Results of the Rights Offer announced on SENS Monday, 24 May 2010
Results of the Rights Offer published in the Tuesday, 25 May 2010
press
CSDP or broker accounts in respect of Wednesday, 26 May 2010
dematerialised Shares debited and updated with
excess Rights Offer Shares, where applicable, and
share certificates mailed to certificated
Shareholders who have been allocated excess
shares, by registered mail on or about
Refund cheques, if applicable, mailed to Wednesday, 26 May 2010
certificated Shareholders in respect of excess
applications, on or about
Notes:
1. All times referred to in this announcement are local times in South
Africa.
2. Dematerialised Shareholders are required to inform their CSDP or
broker of their instructions in terms of the Rights Offer in the
manner and time stipulated in the custody agreement.
3. Share certificates may not be dematerialised or rematerialised
between Friday, 23 April 2010 and Friday, 30 April 2010, both days
inclusive.
4. To the extent that the rights are accepted, dematerialised
Shareholders will have their accounts at their CSDP automatically
credited with their rights and certificated Shareholders will have
their rights credited to an account at Computershare Investor
Services.
5. CSDPs effect payment in respect of dematerialised Shareholders on a
delivery versus payment method.
6. In the unlikely event that the underwriting agreement is
terminated, Shareholders who have taken up their rights will be
allowed to withdraw such acceptances. Details of the acceptance and
withdrawal terms will be fully set out in the circular to
Shareholders to be posted on Monday, 3 May 2010
4. CIRCULAR
The circular setting out the detailed terms of the Rights Offer will be
mailed on Monday, 3 May 2010 to Shareholders recorded as such in the
register on Friday, 30 April 2010.
15 April 2010
Sandton
Investment Bank and transactional sponsor
Investec Corporate Finance
Sponsor
RMB
Attorneys
Edward Nathan Sonnenbergs
Date: 15/04/2010 11:48:01 Produced by the JSE SENS Department.
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