SENTRY GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1989/006287/06)
("Sentry")
APPROVAL OF TRANSACTION BY COMPETITION COMMISSION, RESULTS OF GENERAL
MEETING AND ANNOUNCEMENT OF LAST DAY TO REGISTER FOR ADVANCE LIQUIDATION
DIVIDEND
Further to the announcement published on 22 May 2001, Standard Corporate and
Merchant Bank is authorised to announce that:
- the disposal by Sentry of its entire business undertaking to ADT Security
Services (Proprietary) Limited ("the disposal") was unconditionally approved
by the Competition Commission on Thursday, 28 June 2001;
- all the special and ordinary resolutions proposed at the general meeting
of Sentry shareholders held on Friday, 29 June 2001 were passed by the
requisite majority of Sentry shareholders present in person or by proxy; and
- the special resolutions will be lodged for registration by the Registrar
of Companies.
Accordingly, all suspensive conditions to the disposal have now been
fulfilled, and the following have been approved:
- the distribution of the proceeds of the disposal to Sentry shareholders;
- the suspension and termination of the listing of Sentry on the JSE
Securities Exchange South Africa ("JSE"); and
- the change of name and voluntary winding-up of Sentry.
An advance liquidation dividend of 348,5 cents per Sentry share is
expected to be paid on Monday, 16 July 2001 to Sentry shareholders
registered as such at the close of business on Friday, 13 July 2001 ("the
record date"). Where applicable, cash payments in respect of the advance
liquidation dividend will be transferred electronically to Sentry
shareholders' bank accounts or, in the absence of suitable mandates, cheques
will be posted to Sentry shareholders by ordinary mail, at the risk of the
Sentry shareholders concerned, as soon as reasonably practicable after the
record date.
The listing of Sentry's shares on the JSE is expected to be suspended with
effect from the commencement of trading on Thursday, 12 July 2001, and
terminated at the close of trading on Friday, 13 July 2001.
Johannesburg
2 July 2001
Merchant bank and lead sponsor to Sentry
Standard Corporate and Merchant Bank
(A division of The Standard Bank of South Africa Limited)
(Registration number 1962/000738/06)
Corporate law advisers and consultants to Sentry
Edward Nathan and Friedland (Pty) Ltd
Registration number 1999/026464/07)
Joint sponsor to Sentry
Barnard Jacobs Mellet
Corporate Finance (Proprietary) Limited
Financial adviser to ADT Fire and Security plc
Merrill Lynch International
Registered in England
Registration number 2312079
Attorneys to ADT Fire and Security plc
Bell Dewar & Hall, Incorporated
(Registration number 1995/004675/21)
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