GDF - Gold Reef Resorts Limited - Conditions precedent to the proposed merger of
GDF
GDF
GDF - Gold Reef Resorts Limited - Conditions precedent to the proposed merger of
Gold Reef and Tsogo Sun Holdings (Proprietary) Limited
Gold Reef Resorts Limited
(Incorporated in the Republic of South Africa)
Registration number 1989/002108/06
Share code: GDF
ISIN: ZAE000028338
("Gold Reef")
CONDITIONS PRECEDENT TO THE PROPOSED MERGER OF GOLD REEF AND TSOGO SUN HOLDINGS
(PROPRIETARY) LIMITED
In terms of the conditions precedent contained in the circular posted to Gold
Reef shareholders on 3 April 2010, Gold Reef wishes to advise its shareholders
that the conditions pertaining to the Securities Regulation Panel ("SRP") have
been fulfilled. The SRP approved the circular prior to it being posted to Gold
Reef shareholders and, in terms of Rules 8.7 and 34 of the Securities Regulation
Code on Takeovers and Mergers, the SRP has granted dispensation in writing from
the requirements for a mandatory offer as set out in the circular.
This dispensation has been granted on the basis that:
- no objection was received from Gold Reef shareholders against the waiver of
the mandatory offer as set out in the circular; and
- the relevant resolutions were passed by the requisite number of
shareholders as set out in the notice of general meeting of Gold Reef
shareholders which was incorporated in the circular.
Johannesburg
6 May 2010
Financial advisor and Sponsor
Deutsche Securities (SA) (Proprietary) Limited
Legal adviser
Edward Nathan Sonnenbergs Inc
Independent expert
Grant Thornton
Independent reporting accountants and auditors
PriceWaterhouseCoopers Inc
Communications advisor
College Hill
Date: 06/05/2010 12:39:01 Produced by the JSE SENS Department.
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