| Mon 28 Feb 2011, 8:00 | | BFS - Blue - Results of the meeting of shareholders held on Friday 25 February |
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BFS
BFS
BFS - Blue - Results of the meeting of shareholders held on Friday 25 February
2011
Blue Financial Services Limited
(Incorporated in the Republic of South Africa)
(Registration Number: 1996/006595/06)
JSE Share code: BFS
ISIN: ZAE000083655
("Blue" or the "Company")
RESULTS OF THE MEETING OF SHAREHOLDERS HELD ON FRIDAY 25 FEBRUARY 2011
1. INTRODUCTION
1.1 Shareholders are referred to the update announcement released on the
Securities Exchange News Service ("SENS") of the JSE Limited ("JSE")
on Thursday, 10 February 2011 ("10 February 2011 announcement") in
connection with, inter alia, the following:
1.1.1 the Early Conversion, RenAsset Conversion, Pinebridge Specific
Issue and the proposed R50 million Blue BEE Transaction; and
1.1.2 the posting of the circular to Blue shareholders dated 10
February 2011 containing details of the Early Conversion,
RenAsset Conversion, Pinebridge Specific Issue and the Blue BEE
Transaction ("Circular") and incorporating a notice of general
meeting convening a shareholder`s meeting to be held at 09h30 on
Friday, 25 February 2011 at the registered office of the Company
("Notice of General Meeting").
1.2 The Early Conversion, RenAsset Conversion, Pinebridge Specific Issue
and the Blue BEE Transaction are collectively referred to in this
announcement as the "Transaction").
2. RESULTS OF SHAREHOLDERS MEETING
Shareholders are hereby advised that the general meeting of Blue
shareholders held on Friday, 25 February 2011 (the "shareholders meeting")
was duly constituted and at this meeting, ordinary resolution numbers 1 to
7 required to approve the Transaction, were passed by the requisite
majority, which in all instances exceeded 98% of the votes of shareholders
present in person or represented by proxy.
Ordinary resolution number 8 which proposed that the definition of Dilution
Shares as contained in the Recapitalisation Circular be amended, was
withdrawn.
3. FULFILLMENT OF ALL CONDITIONS PRECEDENT
All the conditions precedent that are required to be fulfilled in order for
the Transaction to become effective, have been fulfilled, and accordingly
the Company has applied to the JSE for the listing of 3,913,773,450
Ordinary Shares arising from the Early Conversion, RenAsset Conversion,
Pinebridge Specific Issue and the consequent issue of Anti-dilution shares
to Mayibuye Group (Proprietary) Limited, Blue`s controlling shareholder,
which shares are to commence trading on the JSE with effect from today, 28
February 2011.
4. BLUE BEE TRANSCTION
As advised in paragraph 2 above, Blue is pleased to announce that the
ordinary resolutions required to approve the Blue BEE Transaction were
passed with overwhelming support (98%) by the requisite majority. The
Company`s objective in the medium term is to raise Blue`s BEE rating to a
Level 3 of which BEE equity ownership will comprise a key element.
Accordingly, the Company is of the view that the proposed Blue BEE
Transaction will greatly benefit Blue as it will significantly improve the
BEE status of the Company and reinforce Blue`s stated commitment to
transformation. Furthermore it will also assist the Company in the
implementation of its turnaround strategy which involves inter alia,
improving the financial strength of its balance sheet pursuant to the
implementation of the debt equity conversion proposed in terms of the Blue
BEE Transaction.
Pretoria
28 February 2011
Designated adviser to Blue
Grindrod Bank Limited
Financial adviser to Blue
PricewaterhouseCoopers Corporate Finance (Proprietary) Limited
Date: 28/02/2011 08:00:15 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.
