| Fri 23 Jul 2010, 11:25 | | DTH - DTH Dynamic Technology Holdings Limited - Results of scheme meeting and |
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DTH
DTH
DTH - DTH Dynamic Technology Holdings Limited - Results of scheme meeting and
general meeting
DTH DYNAMIC TECHNOLOGY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number: 2004/016984/06)
Share Code: DTH ISIN: ZAE000124681
("DTH")
RESULTS OF SCHEME MEETING AND GENERAL MEETING
1. INTRODUCTION
Shareholders are referred to the circular which was posted to DTH
shareholders on 1 July 2010 and to the announcements released by DTH on the
Securities Exchange News Service ("SENS") of the JSE Limited ("the JSE") on
1 June, 1 July and 20 July, regarding the:
* Implementation of a Scheme of Arrangement ("the Scheme")in terms of
section 311 of the Companies Act, no. 61 of 1973 ("the Companies Act")
proposed by Xantha Properties 21 (Proprietary) Limited ("Xantha
Properties") between DTH and its shareholders ("scheme members");
* Provision of financial assistance in terms of section 38(2A) and
approval in terms of 226(2)(a) of the Companies Act; and
* Delisting of DTH from the JSE.
2. RESULTS OF THE SCHEME MEETING
Shareholders are advised that the Scheme has been approved by 100% of the
votes exercisable by scheme members who are eligible to vote, present and
voting, either in person or by proxy, at the scheme meeting held on Friday,
23 July 2010.
Copies of the scheme chairman`s report in respect of the scheme meeting
will be available on request, from the registered offices of DTH, being
Ground Floor, Victoria Gate South, Hyde Park Lane, Hyde Park, Gauteng and
at the office of DTH`s attorneys at 10 Fricker Road, Illovo Boulevard,
Johannesburg, during business hours from Tuesday, 27 July 2010.
3. RESULTS OF THE GENERAL MEETING
At the general meeting of DTH held on Friday, 23 July 2010, the requisite
majority of shareholders approved the special resolution proposed at the
general meeting enabling DTH to provide financial assistance to Xantha
Properties in terms of section 38(2A)(b)and 226(2)(a) of the Companies Act.
The special resolution will be lodged for registration with the Companies
and Intellectual Property Registration Office ("CIPRO").
4. COURT HEARING AND SANCTIONING OF THE SCHEME
Application will be made to the South Gauteng High Court, Johannesburg
("the Court") on Tuesday, 3 August 2010 at 09h30 or as soon thereafter as
Counsel may be heard for an order sanctioning the Scheme.
A further announcement regarding the outcome of the application to the
Court will be released on SENS on Wednesday, 4 August 2010.
5. REMAINING SALIENT DATES
The remaining salient dates in terms of the Scheme are set out below:
Court hearing to sanction the Scheme, on Tuesday, 3 August
If the scheme is sanctioned and implemented:
Announcement regarding the sanctioning of the Wednesday, 4 August
Scheme released on SENS, on
Order of Court sanctioning the Scheme registered by Thursday, 12 August
CIPRO, on
Finalisation announcement released on SENS by no Friday, 13 August
later than
Last day to trade to become a scheme participant, Friday, 20 August
on
Shares suspended as from commencement of trade, on Monday, 23 August
Scheme consideration record date on which scheme Friday, 27 August
participants must be recorded in the register to
receive the scheme consideration, on
Operative date of the Scheme from commencement of Monday, 30 August
trade, on
Date on which the scheme consideration will be made Monday, 30 August
available to the scheme participants, on
Listing terminates at commencement of trade, on Tuesday, 31 August
Notes:
- The above dates and times are provisional and any applicable
adjournments or postponements will be announced on SENS.
- Share certificates may not be dematerialised or rematerialised after
Friday, 20 August 2010.
Johannesburg
23 July 2010
Company secretary and registered office:
D M Hughes
Ground Floor, Victoria Gate South, Hyde Lane, Hyde Park, Sandton, 2199.
Corporate Advisor:
Richmond Capital (Proprietary) Limited
Designated Advisor:
Grindrod Bank Limited
Attorneys:
Webber Wentzel Attorneys
Independent Expert:
Mazars Corporate Finance (Proprietary) Limited
Date: 23/07/2010 11:25:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
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.
