Extension of the closing date of the offer
Imperial Holdings Limited ImperiLog Limited
(Registration number (Registration number
1946/021048/06) 1913/001284/06)
("Imperial") ("ImperiLog")
Share Code: IPL Share Code: IPG
ISIN Code: ZAE000003620 ISIN Code: ZAE000024006
Offer by Imperial to minority shareholders of Imperilog:
Extension of the closing date of the offer
In terms of the offer announcement published on 24 December 2001, it was
announced that Imperial would extend a conditional offer to the shareholders
of ImperiLog to acquire all their shares in ImperiLog ("the offer shares")
for cash. The offer is subject to the condition precedent that Competition
Commission approval is obtained.
To date, confirmed acceptances have been received in respect of certificated
shareholders of 973 970 Imperilog shares, while further acceptances of
approximately 21million de-materialised Imperilog shares (together
representing 71% of the offer shares) have been made (the exact number to be
confirmed by the relevant CSDP before the record date).
Imperilog shareholders are referred to the announcement setting out the
salient dates of the offer published on 31 January 2002 where it was stated
that an announcement would be made once the offer becomes unconditional.
Competition Commission approval remains outstanding and it has therefore
been decided to extend the initial closing date of the offer from Friday, 8
March 2002 to Friday, 5 April 2002.
Accordingly, salient dates of the offer as announced in the press on 31
January 2002 and shown in the offer document dated 31 January 2002, have
changed as follows:
Salient dates 2002
Offer opens (09h00) Thursday, 31 January
*Last day to trade Wednesday, 27 March
Shares listed ex offer on the JSE Securities Thursday, 28 March
Exchange South Africa ("the JSE")
Record date Friday, 5 April
Offer closes (15h00) Friday, 5 April
Results of the offer announced in the press Tuesday, 9 April
(on SENS 8 April 2002)
Imperial reserves the right to invoke the
provisions of section 440K of the Companies
Act 1973 as amended ("the Act") if 90% or
more acceptances are received in respect of
the offer shares in which case:
Listing of ImperiLog shares will be suspended Tuesday, 9 April
on the JSE from the commencement of business
on
Notice in terms of section 440K of the Act, Tuesday, 9 April
will be posted to ImperiLog shareholders who
have not accepted the offer on
Listing of ImperiLog terminated on the JSE Friday, 24 May
subject to no application being made to
Court, at the close of business on
*assuming that the offer has been declared unconditional by Friday, 15 March
2002. Share certificates may not be de-materialised and re-materialised
between Wednesday, 20 March 2002 and Friday, 5 April 2002 (both dates
inclusive).
The ImperiLog documents of title surrendered by those ImperiLog shareholders
who have already accepted the offer are being be held in trust by
ImperiLog's transfer secretaries, Mercantile Registrars Limited until the
conditions precedent have been met. Imperilog shareholders may continue to
surrender any documents of title during the period of the extension, in
accordance with the procedure set out in the offer document dated 31 January
2002.
Edenvale
28 February 2002
Sponsor to Imperial Independent adviser to ImperiLog shareholders
Merrill Lynch BDO Spencer Steward (Jhb) Inc.
Financial Adviser to Imperial Sponsor to ImperiLog
Imperial Bank Nedcor Investment Bank
Attorneys to Imperial and ImperiLog
Moss Morris Attorneys Inc.
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