| Tue 22 Oct 2002, 17:59 | | Imperial Holdings Limited - Offer Price Of The Od |
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Imperial Holdings Limited - Offer Price Of The Odd-Lot Offer And Distribution Of
Capital
Imperial Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1946/021048/06)
Share Code: IPL ISIN: ZAE000003620
OFFER PRICE OF THE ODD-LOT OFFER AND DISTRIBUTION OF CAPITAL
Further to the announcement on Tuesday, 27 August 2002, and in terms of the
Circular to Shareholders issued on 26 September 2002, the Offer Price is
confirmed as follows:
1. Introduction
It was announced on Tuesday, 27 August 2002 that Imperial Holdings Limited
("Imperial") would be proposing an odd-lot offer and a distribution of capital
of 120 cents per share to shareholders. Currently 1 688 out of 8 889
shareholders hold less than 100 Imperial shares ("odd-lot holders"). In order
to reduce the substantial recurring administrative costs associated with this
large number of odd-lot holders, the Directors of Imperial have proposed an odd-
lot offer to facilitate the reduction of odd-lot holders in an equitable manner
and thereafter the distribution of capital of 120 cents per share.
2. The odd-lot offer
All odd-lot holders who are recorded in the share register of Imperial at
the close of business on Friday, 22 November 2002 are entitled to participate in
the odd-lot offer.
In terms of the odd-lot offer, all odd-lot holders may, up to 16:00 on
Friday, 22 November 2002, elect:
* to sell their odd-lot shareholding at R54,04 per share ("the offer
price");
* to purchase or subscribe for sufficient additional shares at the offer
price to increase their odd-lot holdings to holdings of 100 shares; or
* to retain their existing shareholding;
The offer price has been determined by taking into account the weighted average
price of Imperial ordinary shares traded on the JSE Securities Exchange South
Africa ("the JSE") over the 5 trading days ended Monday, 21 October 2002.
Transaction costs (including stamp duties in the event of odd-lot holders
electing to purchase additional shares) will be for the account of Imperial.
Odd-lot holders who hold, in aggregate, fewer than 100 shares at the close of
business on Friday, 22 November 2002 who did not make an election will have
their shares sold to those odd-lot holder who elected the purchase alternative
or to Imperial Corporate Services (Proprietary) Limited, as the case may be.
The odd-lot offer is subject to the passing of the relevant shareholders
resolutions at the annual general meeting of Imperial to be held on 4 November
2002
3. Payment of Capital Distribution
On Monday, 25 November 2002, the capital distribution will be electronically
transferred to the bank accounts of all certificated shareholders where this
facility is available. Where electronic fund transfer is not available or
desired, cheques dated 25 November 2002 will be posted on that date , at the
risk of the shareholder concerned. Shareholders who have dematerialised their
shares certificates will have their bank accounts, which are linked to their
CSDP or brokers safe custody accounts, credited on Monday, 25 November 2002.
The Capital Distribution is subject to the passing of the relevant shareholders
resolutions at the annual general meeting of Imperial to be held on 4 November
2002
4. Documentation
Documentation dealing with the reduction of capital and the notice of the annual
general meeting to approve the odd-lot offer and capital distribution was posted
to shareholders on Thursday, 26 September 2002.
Forms of proxy for use by shareholders who are unable to attend the annual
general meeting are attached to and form part of the annual report posted to
shareholders. Duly completed forms of proxy must be received by the Imperial`s
transfer secretaries (Computershare Investor Services Limited, 70 Marshall
Street, Johannesburg, 2001 (P.O. Box 1053, Johannesburg 2000)) by no later than
09:00 on Thursday, 31 October 2002.
By order of the board
R Mumford
Group Secretary
22 October 2002
Date: 22/10/2002 04:12:17 PM Produced by the JSE SENS Department
