| Wed 13 Jun 2001, 0:00 | | The Unbundling By Fedsure Of Investec Group Limite |
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FEDSURE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1969/012384/06)
("Fedsure")
The unbundling by Fedsure of Investec Group Limited ("Investec") shares
1. Introduction
Further to the announcement published in the press on Wednesday, 6 June 2001
("the prior announcement"), Fedsure is now in a position to announce that an
initial tranche of 11 415 437 of the 19 212 204 Investec shares received by
it for the disposal by Fedsure of its financial services and insurance
businesses to Investec, will be unbundled to Fedsure shareholders ("the
initial unbundling").
2. THE UNBUNDLING
As previously announced, the unbundling of the Investec shares received
by Fedsure will be effected in more than one tranche:
* the initial unbundling; and
* the remaining Investec shares held by Fedsure, less any Investec shares
sold or retained in respect of certain guarantees, liabilities, obligations
and contingent liabilities ("the retention shares"), in a subsequent tranche
or tranches ("the subsequent unbundling").
2.1 The initial unbundling
The initial unbundling will be implemented by way of a dividend in
specie, by the distribution of 11 415 437 Investec shares to Fedsure
shareholders registered as such on Friday, 15 June 2001 in the ratio of
6,519465 Investec shares for every 100 Fedsure shares held.
Fedsure shareholders are referred to the prior announcement for the
salient dates and times of the initial unbundling. Fedsure shareholders who
have acquired Fedsure shares which have not yet been registered in their
names are reminded to ensure that such registration takes place before the
close of business on Friday, 15 June 2001 in order to participate in the
initial unbundling. As previously advised, all transactions on the JSE
Securities Exchange South Africa ("the JSE") and the Namibian Stock Exchange
for the week ending on Friday, 15 June 2001 will be for immediate
settlement.
2.2 The subsequent unbundling
It may be necessary for Fedsure to sell or retain certain of the
retention shares in due course in order to satisfy the guarantees,
liabilities, obligations and/or contingent liabilities mentioned above. To
the extent that they are not so utilised, they will be unbundled in the
subsequent unbundling.
Fedsure shareholders are reminded that the subsequent unbundling may be
implemented in more than one tranche. A decision in this regard will be
made by the Fedsure directors after taking into consideration the dates upon
which the remaining retention shares will be available for distribution and
will be communicated to shareholders in due course.
2.3 Fractional entitlements
Fedsure shareholders' fractional entitlements to Investec shares in the
initial unbundling will be aggregated and sold on the JSE and the cash
proceeds, net of costs, will be remitted to the Fedsure shareholders
concerned.
3. FEDSURE SHAREHOLDERS' ENTITLEMENT TO THE INVESTEC DIVIDEND
In an announcement by Investec dated Thursday, 31 May 2001, an Investec
final dividend of 440 cents per share for the year ended 31 March 2001 was
declared, which will be paid on or about Wednesday, 27 June 2001 to Investec
shareholders registered as such at the close of business on Friday, 15 June
2001 ("the Investec dividend"). The Fedsure board has declared a dividend
equal to the Investec dividend in respect of the entire 19 212 204 Investec
shares received by Fedsure (and not only the Investec shares to which
Fedsure shareholders will be entitled in terms of the initial unbundling),
which amounts to R84,5 million in aggregate or 48,27 cents per Fedsure
share, payable on or about Wednesday, 27 June 2001 to Fedsure shareholders
registered as such at the close of business on Friday, 15 June 2001 ("the
Fedsure dividend").
4. DOCUMENTATION AND FURTHER ANNOUNCEMENT
The following will be posted to Fedsure shareholders:
* copies of this announcement;
* tables of entitlement to Investec shares in relation to the initial
unbundling;
* Investec share certificates and cheques in respect of fractional
entitlements in relation to the initial unbundling; and
* the Fedsure dividend (which alternatively will be paid electronically to
Fedsure shareholders with appropriate mandates in place).
A further announcement relating to the subsequent unbundling will be made
when Fedsure is in a position to do so.
Johannesburg
13 June 2001
Merchant bank
Investec Corporate Finance
Investec Bank Limited
(Registration number 1969/004763/06)
Attorneys to Fedsure
Werksmans Attorneys
Sponsor
Investec Securities Limited
Member of the JSE
Registration No. 1972/008905/06
Sponsoring broker in Namibia
HSBC
Phillip JA van Heerden
Member of the Namibian Stock Exchange
Trading as
HSBC Securities (Namibia) (Pty) Limited
Reg. No. 95/505