| Wed 1 Sep 2010, 7:05 | | BJM - Barnard Jacobs Mellet Holdings Limited - Sanctioning of the scheme of |
|
BJM
BJM
BJM - Barnard Jacobs Mellet Holdings Limited - Sanctioning of the scheme of
arrangement and update on conditions precedent
Barnard Jacobs Mellet Holdings Limited
Incorporated in the Republic of South Africa)
(Registration number: 1995/004798/06)
Share code: BJM ISIN: ZAE000014262
("BJM")
SANCTIONING OF THE SCHEME OF ARRANGEMENT AND UPDATE ON CONDITIONS PRECEDENT
1. SANCTIONING OF THE SCHEME OF ARRANGEMENT
BJM shareholders are referred to the results of scheme meeting published on the
Securities Exchange News Service on Monday, 23 August 2010, in which BJM
shareholders were advised that the requisite majority of scheme members present
and voting, either in person or by proxy, approved the scheme of arrangement in
terms of section 311 of the Companies Act, no 61 of 1973, as amended ("the
Companies Act"), proposed by FirstRand Limited ("FirstRand") between BJM and its
shareholders ("the Scheme"), in terms of which FirstRand Investment Holdings
(Proprietary) Limited ("FRIHL"), a wholly-owned subsidiary of FirstRand, will
acquire all of the ordinary shares in BJM ("BJM Shares"), for a cash
consideration of R4,50 per BJM Share, payable by FirstRand on behalf of FRIHL.
BJM shareholders are advised that the South Gauteng High Court, Johannesburg
("the Court") has granted an order ("Order of Court") on Tuesday, 31 August
2010, sanctioning the Scheme in terms of section 311(2) of the Companies Act.
2. UPDATE ON CONDITIONS PRECEDENT TO THE SCHEME
BJM shareholders are reminded that the implementation of the Scheme is subject
to, and will only become operative upon the fulfilment of the following
remaining conditions precedent:
the Order of Court sanctioning the Scheme being registered by the Companies and
Intellectual Property Registration Office in terms of section 311(6)(a) of the
Companies Act; and
the approval by the Registrar of Banks being granted for the Scheme to be
implemented.
Illovo
31 August 2010
Sponsor to BJM
Barnard Jacobs Mellet Corporate Finance (Proprietary) Limited
Independent Sponsor to BJM
Deloitte & Touche Sponsor Services (Proprietary) Limited
Date: 01/09/2010 07:05:14 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.