| Fri 1 Apr 2011, 15:31 | | BEG - Beige Holdings Limited - Declaration announcement in relation to a |
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BEG
BEG
BEG - Beige Holdings Limited - Declaration announcement in relation to a
renounceable rights offer to Beige shareholders
Beige Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No: 1997/006871/06)
Share code: BEG ISIN code: ZAE000034161
("Beige" or "the company")
DECLARATION ANNOUNCEMENT IN RELATION TO A RENOUNCEABLE RIGHTS OFFER TO BEIGE
SHAREHOLDERS
TERMS OF THE RIGHTS OFFER AND JURISDICTION
The Company hereby offers for subscription, by way of a renounceable rights
offer to shareholders and/or their renounces, a total of 25 000 000 preference
shares with a par value of R0.01 at an issue price of R1.00 per preference
share in the ratio of 1.53203 new preference shares for every 100 Beige
ordinary shares held at the close of business on Friday, 8 April 2011.
Shareholders recorded in the register on the record date will be entitled to
participate in the rights offer, but the rights offer does not constitute an
offer in any area of jurisdiction in which it is illegal to make such an offer
and in such circumstances, this circular and accompanying letter of allocation
are distributed for information purposes only.
All transactions arising in terms of this circular and the letter of
allocation will be governed by and be subject to the laws of the RSA.
The rights offer contained in this offering circular does not constitute an
offer in the District of Colombia, the United States, the Dominion of Canada,
the Commonwealth of Australia, Japan or in any other jurisdiction in which, or
to any person to whom, it would not be lawful to make such an offer.
EXCESS APPLICATIONS
Excess applications will be allowed by the Company as detailed in the rights
offer circular.
Non-qualifying shareholders should consult their professional advisers to
determine whether any governmental or other consents are required or other
formalities need to be observed to allow them to take up the rights offer, or
trade their entitlement. Shareholders holding Beige shares on behalf of
persons who are non-qualifying shareholders are responsible for ensuring that
taking up the rights offer, or trading in their entitlements under that offer,
do not breach regulations in the relevant overseas jurisdictions.
The dates in respect of the rights offer are accordingly as follows:
2011
Last day to trade (LDT) in ordinary shares for the rights Friday, 8 April
offer in order to settle by the record date and to
qualify to participate in the rights offer (cum rights)
on
Ordinary shares commence trading ex-rights on the JSE at Monday, 11 April
09:00 on
Listing of and trading in the letters of allocation Monday, 11 April
commences at 09:00 on
Record date for purposes of determining the shareholders Friday, 15 April
entitled to participate in the rights offer at the close
of business on
Rights offer opens at 09:00 on Monday, 18 April
Holders of dematerialised shares will have their accounts Monday, 18 April
at their CSDP or broker automatically credited with their
letters of allocation on
Holders of certificated shares will have their letters of Monday, 18 April
allocation credited to an electronic register at the
transfer secretaries on
Circular and form of instruction posted to applicable Monday, 18 April
shareholders on
Last day to trade (LDT) in letters of allocation in order Friday, 6 May
to settle by record date and participate in the rights
offer at the close of business on
Listing of and trade in the preference shares commences Monday, 9 May
on the JSE at 09:00 on
Rights offer closes at 12:00 and payment to be made and Friday, 13 May
form of instruction lodged by holders of certificated
shares by that time on (see note 2)
Record date for letters of allocation on Friday, 13 May
Results of rights offer announced on SENS on Monday, 16 May
Preference share certificates in terms of the rights Monday, 16 May
offer posted to holders of certificated shares on or
about
Refund cheques, if applicable, posted to holders of Wednesday, 18 May
certificated shares in respect of unsuccessful excess
applications on or about
CSDP/Broker accounts credited with preference shares and Wednesday, 18 May
debited with any payments due in respect of holders of
dematerialised shares on
Notes:
1. All times referred to in this circular are local times in the RSA.
2. Holders of dematerialised shares are required to notify their duly
appointed CSDP or broker of their acceptance of the rights offer in the
manner and by the time stipulated in the agreement governing the
relationship between the shareholder and his CSDP or broker.
3. Share certificates may not be dematerialised or rematerialised between
Monday, 11 April 2011 and Friday, 15 April 2011, both days inclusive.
4. CSDP`s effect payment in respect of holders of dematerialised shares on a
delivery versus payment method.
The rights offer circular has been lodged with CIPRO and the Company has been
advised that registration is expected on Monday, 4 April 2011. Any change in
the above dates will be amended in the event of a delay in this registration.
Johannesburg
1 April 2011
Sponsor
Arcay Moela Sponsors (Proprietary) Limited
Date: 01/04/2011 15:31:00 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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