Educor Limited
(Incorporated in the Republic of South Africa)
(Registration number 1999/020356/06)
("Educor")
NASPERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1925/001431/06)
("Naspers")
RESULTS OF THE SCHEME MEETING AND DETAILS OF NASPERS SHARE ALTERNATIVE
Further to the announcement dated 30 March 2001, Gensec Bank Limited is
authorised to announce that:
* the scheme of arrangement ("the scheme") proposed by Naspers between Educor
and its shareholders, other than Naspers and Nozala Investments (Proprietary)
Limited, has been approved by the requisite majority of scheme members at the
scheme meeting held on Tuesday, 17 April 2001; and
* the share alternative of the scheme consideration offered by Naspers has now
been determined at 4,5 fully paid Naspers "N" ordinary shares at an issue price
of 2 667 cents each for every 100 Educor shares held at the record date of the
scheme, which is envisaged to be Friday, 11 May 2001. The new Naspers "N"
ordinary shares to be issued as part of the scheme consideration will, from
their date of issue, rank pari passu in all respects with the existing Naspers
"N" ordinary shares then in issue. Scheme participants will have until the
close of business on Friday, 11 May 2001 to submit their elections in respect
of the share alternative failing which they will be deemed to have elected to
receive the cash alternative of 120 cents per Educor share held.
Application will be made to the High Court of South Africa (Cape of Good Hope
Provincial Division) ("the Court") to sanction the scheme on Wednesday, 2 May
2001 at 10:00 am or as soon thereafter as Counsel may be heard. If it is
sanctioned by the Court, the only remaining condition precedent to which the
scheme will be subject, will be the registration of the Order of Court
sanctioning the scheme by the Registrar of Companies.
A further announcement regarding the outcome of the application to Court and
details of the surrender procedure required for existing Educor documents of
title, will be published on or about Thursday, 3 May 2001.
Cape Town
26 April 2001
Investment bank and joint sponsor to Naspers
Gensec Bank Limited
(Registration number 1996/004744/06)
Merchant bank to Nozala
African Merchant Bank Limited
Registered Bank
Registration number 1996/016470/06
Corporate adviser to Educor and minorities
Grant Thornton Kessel Feinstein
Corporate Finance (Pty) Ltd
(Registration number 2000/002649/07)
Attorneys
Jan S. de Villiers Attorneys
Joint sponsor to Naspers
BoE Securities (Pty) Ltd
Member of the JSE Securities Exchange South Africa
Co. Reg. No. 1995/012240/07
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.
