|
FSR MET
FSR MET
FSR/MET - FirstRand Limited/Metropolitan Holdings Limited - Results of the
respective general meetings of FirstRand ordinary shareholders and
Metropolitan shareholders
FirstRand Limited
(Incorporated in the Republic of South Africa)
(Registration number 1966/010753/06)
Share code: FSR ISIN: ZAE000066304
("FirstRand")
Metropolitan Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2000/031756/06)
Share code: MET ISIN: ZAE000050456
("Metropolitan")
Momentum Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1904/002186/06)
("Momentum")
Results of the respective general meetings of FirstRand ordinary shareholders
and Metropolitan shareholders
Shareholders of FirstRand and Metropolitan are referred to the announcement
released on SENS on 26 August 2010 advising of the detailed terms of the
proposed merger of Metropolitan and Momentum (the "Merger") and subsequent
unbundling by FirstRand of its entire holding of shares in Metropolitan (the
"Unbundling"). The Merger and the Unbundling are collectively hereinafter
referred to as the "Transaction". Shareholders of FirstRand and Metropolitan
are also referred to the FirstRand circular and the Metropolitan circular and
revised listing particulars posted to the respective shareholders on 6
September 2010, which, inter alia, contained unaudited pro forma financial
information of the Merger, the Unbundling and the specific repurchase of
certain Metropolitan shares (the "Specific Repurchase"). The updated pro forma
financial effects following the release of the Metropolitan and FirstRand
results on 1 September 2010 and 14 September 2010 respectively were released
on SENS on 22 September 2010.
Metropolitan shareholders are advised that all of the resolutions required to
implement the Merger and the Specific Repurchase were duly approved by the
requisite majorities at the general meeting of Metropolitan shareholders held
on 28 September 2010. FirstRand shareholders are advised that all of the
resolutions required to effect the Unbundling were duly approved by the
requisite majorities at the general meeting of FirstRand ordinary shareholders
held on 28 September 2010.
The special resolutions passed at the general meeting of Metropolitan will be
lodged with the Companies and Intellectual Property Registration Office
("CIPRO") for registration. All of the conditions precedent have been
fulfilled save for the following:
registration by CIPRO of the special resolutions required to give effect to
the Transaction;
waiver by certain parties of their pre-emptive and/or other change of control
rights that may arise from the implementation of the Transaction;
approval of the Transaction by the Competition Tribunal;
approval of the Transaction by the Financial Services Board; and
the JSE having confirmed in writing that it will admit to listing the
Metropolitan consideration shares.
A finalisation announcement will be released once these conditions precedent
have been fulfilled. The Transaction is also subject to the resolutive
condition that the Unbundling is implemented within 10 business days following
the implementation of the Merger.
28 September 2010
Merchant bank and sponsor to FirstRand and merchant bank to Momentum
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Legal advisors to FirstRand and Momentum
Webber Wentzel
Independent sponsor to FirstRand
PricewaterhouseCoopers Corporate Finance
Financial advisors to Metropolitan
JP Morgan Chase Bank
Fidelis Partners
Sponsor to Metropolitan
Merrill Lynch South Africa (Pty) Limited
Legal advisors to Metropolitan
Edward Nathan Sonnenbergs
Sponsor in Namibia to FirstRand and Metropolitan
Simonis Storm Securities (Pty) Limited
Date: 28/09/2010 13:54:01 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.
| Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information. | |||||||||||||
| Other Profile Group sites: FundsData Online (unit trust data) | Profile Group corporate site | |||||||||||||
| [ Terms of Use | Privacy Policy | PAIA manual | FAQs/Help | Site Map | © Copyright Reserved 2026 ] | |||||||||||||
|
|||||||||||||
