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BCX BCA
BCX
BCX - Business Connexion Group Limited - Confirmation of the discontinuation of
the proposed scheme and the alternative offer and results of the shareholders`
meetings
Business Connexion Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1988/005282/06)
Share code: BCX
ISIN: ZAE000054631
("BCX" or "Company")
"A" share code: BCA
ISIN: ZAE000156154
CONFIRMATION OF THE DISCONTINUATION OF THE PROPOSED SCHEME OF ARRANGEMENT AND
THE ALTERNATIVE OFFER TO CERTAIN OF THE BCX "A" ORDINARY SHAREHOLDERS AND
RESULTS OF THE SHAREHOLDERS` MEETINGS
1. INTRODUCTION
Ordinary shareholders of BCX ("Ordinary Shareholders") and "A" ordinary
shareholders of BCX (""A" Shareholders") (collectively referred to as
"Shareholders") are referred to the announcement published by BCX on Monday, 29
August 2011 ("Announcement") which provided details of BCX`s intention to
discontinue the proposed scheme of arrangement ("Scheme") and alternative offer
("Alternative Offer") to certain of the "A" Shareholders.
BCX proactively approached certain of the "A" Shareholders to whom the Scheme
would apply ("Offeree Shareholders") and obtained irrevocable undertakings from
Offeree Shareholders holding approximately 40% of the BCX "A" shares held by
Offeree Shareholders, to vote against the implementation of the Scheme
("Irrevocable Undertakings").
2. RESULTS OF THE SHAREHOLDERS` MEETINGS
Shareholders are advised that the various resolutions required to be passed at
the various meetings of Shareholders convened in terms of the notices contained
in the circular to Shareholders dated 1 August 2011 ("Shareholders` Meetings")
to approve the Scheme and the Alternative Offer, were not passed by the
requisite majority of Shareholders at the relevant meetings.
Accordingly, the Scheme will not be implemented by the Company and has been
discontinued. BCX shall not proceed with the Alternative Offer.
All resolutions, other than those relating to the Scheme and the Alternative
Offer referred to above, proposed at the Shareholders` Meetings were approved by
the requisite majority of Shareholders.
BCX will provide Shareholders with further information regarding the New "A"
Offer, as defined and referred to in the Announcement, as soon as it is
practical to do so.
Midrand
30 August 2011
Corporate Advisor and Transaction Sponsor to BCX in respect of the New "A" Offer
One Capital
Attorneys to BCX
Cliffe Dekker Hofmeyr Incorporated
Date: 30/08/2011 15:18:02 Produced by the JSE SENS Department.
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