| Mon 23 Aug 2010, 17:07 | | ABU - A.B.E. Construction Chemicals Limited - Results of scheme meeting |
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ABU
ABU
ABU - A.B.E. Construction Chemicals Limited - Results of scheme meeting
a.b.e. CONSTRUCTION CHEMICALS LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number: 1982/005383/06)
Share Code: ABU ISIN: ZAE000102059
("a.b.e." or "the Company")
RESULTS OF SCHEME MEETING
Shareholders are referred to the announcements released on SENS on 24
May 2010 and 29 July 2010 detailing the proposed scheme of
arrangement in terms of section 311 of the Companies Act, No. 61 of
1973, as amended, proposed by Chryso Southern Africa (Proprietary)
Limited ("Chryso") between a.b.e. and the shareholders of a.b.e. in
terms of which Chryso wishes to acquire 100% of the issued shares
in a.b.e., which constitutes a total of 100 000 000 shares ("scheme
shares"), for a total cash consideration of R200 000 000, equalling
R2.00 per scheme share ("the scheme"). The Company has made
application to the JSE Limited ("the JSE") for the termination of
the listing of its shares on the JSE after the scheme becomes
operative. Details of the scheme are contained in the circular
issued to a.b.e. shareholders on 30 July 2010.
Shareholders are hereby advised that the scheme was approved by the
requisite majority of shareholders present and voting, in person or
by proxy, at the meeting of scheme members, being shareholders of
a.b.e. recorded in the register as such at 17h00 on Wednesday, 18
August 2010, ("scheme members"), convened at 09:30 today, 23 August
2010, at the offices of Chryso`s attorneys, being Bowman Gilfillan
Inc., 165 West Street, Sandton ("the scheme meeting").
The Chairman of the scheme meeting is to report back the results of the
scheme meeting to the KwaZulu-Natal High Court ("the Court") on
Tuesday, 7 September 2010 ("the return date") when application will
be made for the sanctioning of the scheme. Scheme members are
entitled to attend or be represented by counsel at the Court on the
return date. Copies of the Chairman`s report on the scheme meeting
will be available to any scheme member on request, free of charge,
at the registered office of a.b.e. at 7 Wilcox Road, Isipingo,
KwaZulu -Natal, 4110, and at the offices of the designated adviser,
being PSG Capital (Proprietary) Limited at Ground Floor, DM Kisch
House, Inanda Greens Business Park, 4 Wierda Road West, Wierda
Valley, Sandton, 2196, from Tuesday, 24 August 2010.
Shareholders are advised that the scheme was unconditionally approved by
the Competition Authorities on 17 August 2010. The implementation
of the scheme remains conditional on the Court sanctioning the
scheme on the return date, in which event the sole unfulfilled
condition precedent will be the registration of the Court order
sanctioning the scheme by the Registrar.
Further announcements regarding the fulfilment or otherwise of the above
condition and, if fulfilled, the date on which the scheme will be
implemented, will be released on SENS and published in the press in
due course.
23 August 2010
Designated Advisor: PSG Capital (Proprietary) Limited
Legal advisors to a.b.e.: Prinsloo, Tindle & Andropoulos Inc.
Legal advisors to Chryso: Bowman Gilfillan Inc.
Date: 23/08/2010 17:07:04 Produced by the JSE SENS Department.
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employees and agents accept no liability for (or in respect of) any direct,
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