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SERVEST HOLDINGS LIMITED - REMINDER OF IMPORTANT DATES AND TIMES AND FURTHER
CAUTIONARY ANNOUNCEMENT
(Incorporated in the Republic of South Africa)
(Registration number 1986/000785/06)
JSE Share code: SRV ISIN: ZAE000015806
("Servest" or "the Company")
REMINDER OF IMPORTANT DATES AND TIMES AND FURTHER CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION
Shareholders of Servest are referred to the announcement dated
5 July 2002 (and supplemented by announcements dated 12 July, 23 July, 7 August
and 15 August 2002) and the circular posted to shareholders on 15 August 2002
regarding:
* the sale by Servest for cash of its investment in Servest (Proprietary)
Limited ("the sale") to a consortium led by AMB Partners, in accordance with
section 228 of the Companies Act, 1973 (Act 61 of 1973), as amended ("the
Companies Act");
* the distribution to shareholders of Servest of the proceeds of the sale
together with residual cash remaining within Servest, by way of a distribution
in anticipation of liquidation; and
* the delisting, the payment of a final liquidation dividend and the winding-up
of the Company.
2. THE GENERAL MEETING
Shareholders are reminded of the general meeting of the shareholders to be
held at 10:00 in the boardroom of Servest`s corporate offices situated at
34 Fricker Road, Illovo, Sandton, Johannesburg on Monday 9 September 2002.
3. SALE CONDITIONS
The implementation of the sale remains subject to the passing by shareholders
of Servest (excluding any related parties) at the general meeting of the
resolution required to authorise the sale. As indicated in the circular the
implementation of the sale is not dependent on the fulfilment of the conditions
precedent to the initial distribution as set out in paragraph 4 below.
4. CONDITIONS PRECEDENT TO THE INITIAL DISTRIBUTION
Servest intends to make an initial distribution to the shareholders of Servest
of 89 cents per share. The initial distribution is the sale consideration of
90 cents per share less transaction costs.
The payment of the initial distribution is subject to the following conditions
precedent:
* the implementation of the sale;
* the passing by the shareholders of Servest at the general meeting (and
registration by the Registrar of Companies) of the resolution necessary to
effect the proposed amendment to the articles of association required primarily
to facilitate the payment of the initial distribution in terms of section 90
of the Companies Act;
* the passing by the shareholders of Servest at the general meeting of the
resolutions necessary to effect payment of the initial distribution; and
* Servest is able, to the satisfaction of its directors, to comply with the
requirements of section 90 of the Companies Act, in respect of the initial
distribution.
5. IMPORTANT DATES AND TIMES
The last day for shareholders to lodge forms of proxy for the general meeting is
by 10:00 on Thursday 5 September 2002. The results of the general meeting and
expected announcement of the fulfilment of the remaining conditions precedent
will be released on SENS on Monday 9 September 2002 and published in the press
on Tuesday 10 September 2002.
On fulfilment of the remaining sale condition referred to in paragraph 3 above
and
the fulfilment of the conditions precedent to the initial distribution referred
to
in paragraph 4 above the following dates and times will apply:
2002
Expected last day to trade in Servest shares
on the JSE Securities Exchange SA ("JSE")
in order to be entitled to receive the initial
distribution and any further distributions on Wednesday 11 September
Expected date of suspension of the listing of
Servest on the JSE from the commencement of
trade on Thursday 12 September
Expected record date to be recorded on the
register to receive the initial distribution
and any further distributions on Wednesday 18 September
Expected date of payment of the initial
distribution on Thursday 19 September
Expected termination of listing at commencement
of trade on Friday 20 September
Note: Share certificates may not be dematerialised or rematerialised after
Wednesday 11 September 2002.
6. FURTHER CAUTIONARY ANNOUNCEMENT
Shareholders of Servest are advised to continue exercising caution when dealing
in
Servest shares until a further announcement is made.
Johannesburg
3 September 2002
Investment bank, independent adviser and transaction sponsor
Nedcor Investment Bank
Corporate law advisers and consultants
Edward Nathan & Friedland (Pty) Ltd
Date: 03/09/2002 04:51:00 PM Produced by the JSE SENS Department
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