| Thu 17 Oct 2002, 18:45 | | Jci/ Western Areas - Results Of General Meeting A |
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Click CODE for more details on the companyJCI/ Western Areas - Results of General Meeting and finalisation of WAL
Distribution
JCI LIMITED
(formerly Consolidated African Mines Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1894/000854/06)
JSE Share code: JCD ISIN: ZAE000039681
("JCI")
WESTERN AREAS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1959/003209/06)
JSE Share code: WAR ISIN: ZAE000016549
("WAL")
RESULTS OF GENERAL MEETINGS AND FINALISATION OF WAL DISTRIBUTIONS
Result of the general meeting of JCI shareholders
At the general meeting of JCI shareholders held on Thursday, 17 October 2002,
JCI shareholders approved the resolutions necessary for JCI to:
- amend the terms of the loan by WAL to JCI Gold Limited, a wholly-owned
subsidiary of JCI, to provide for the repayment thereof on the basis that WAL
will distribute its entitlement to repayment of the loan to its shareholders
("the loan entitlement");
- place 105 000 000 ordinary shares of 1 cent each ("the JCI consideration
shares") under the control of the directors to be allotted and issued as part
consideration to the shareholders of Barnato Exploration Limited ("Barnex") on
the implementation of the scheme of arrangement to be proposed by JCI between
Barnex and its shareholders in terms of section 311 of the Companies Act, 1973
(Act 61 of 1973), as amended ("the Act") ("the Barnex scheme"); and
- create 105 000 000 "A" redeemable convertible 50% secured debentures ("the
JCI consideration debentures") of R1,25 each.
Result of the general meeting of WAL shareholders
At the general meeting of WAL shareholders held on Thursday, 17 October 2002,
WAL shareholders approved the resolutions necessary for WAL to distribute as a
payment in specie in terms of Section 90 of the Act, provided for out of the
share premium account of WAL, to its shareholders ("the WAL distributions"):
- the loan entitlement in the ratio of 12,36005 WAL shares for every 100 WAL
shares held on 1 November 2002 ("the loan distribution");
- its entitlement to a portion of the consideration in terms of the Barnex
scheme by virtue of its 88,5% shareholding in Barnex in the ratio of 99,10296
JCI consideration shares and 99,10296 JCI consideration debentures for every 100
WAL shares held prior to the loan distribution on a record date to be advised
("the Barnex distribution");
- its current holding of 116,34 million JCI shares and 25,1 million JCI
existing debentures in the ratio of 123,96301 JCI shares and 26,6914 JCI
existing debentures for every 100 WAL shares held on 1 November 2002 ("the
additional distribution").
Finalisation dates of the WAL distributions
Documentation relating to the Barnex scheme is being finalised and will,
subject to the approval of the JSE Securities Exchange South Africa ("JSE") and
the Securities Regulation Panel, be posted to shareholders in due course. The
salient dates and times of the Barnex scheme, the Barnex distribution and the
listing of the JCI consideration shares and JCI consideration debentures will be
announced on SENS and in the press.
The salient dates of the loan distribution and the additional distribution ("the
distributions") are:
2002
Last day for WAL shareholders to trade in WAL shares
on the JSE in order to participate in the distributions Friday, 25 October
Record date for WAL shareholders to participate in the
distributions Friday, 1 November
Effective date of the distributions Monday, 4 November
Certificates in respect of the distributions
posted by registered post (first class mail in
the United Kingdom) to WAL certificated shareholders
or in respect of dematerialised shareholders credited
to their safe custody accounts held at their CSDP
or broker on Monday, 4 November
Johannesburg
17 October 2002
Corporate advisor and transactional sponsor to JCI
PSG Investment Bank
Corporate advisor and sponsor to WAL
Corpcapital Corporate Finance
a sponsor registered with the
JSE Securities Exchange South Africa
Attorneys
Tabacks
Joint sponsor to JCI
Sasfin Bank Limited
(Registration number 1951/002280/06)
Reporting accountants to JCI and WAL
KMPG
Date: 17/10/2002 05:30:00 PM Produced by the JSE SENS Department
