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Results Of General Meeting Relating To The Proposed Restructure Of Bonatla And
Further Cautionary Announcement
BONATLA PROPERTY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Share code: BNT ISIN: ZAE000013694
(Registration number 1996/014533/06)
("Bonatla" or "the company")
RESULTS OF GENERAL MEETING RELATING TO THE PROPOSED RESTRUCTURE OF BONATLA AND
FURTHER CAUTIONARY ANNOUNCEMENT
Results of general meeting
A general meeting of Bonatla shareholders was held on 14 November 2002. The
general meeting was convened in order for shareholders to vote on the special
and ordinary resolutions necessary to:
- convert Bonatla into a property loan stock company resulting in the
existing ordinary shares being converted into linked units;
- the issue of 55 555 555 compulsory convertible debentures in Bonatla at an
issue price of 45 cents each("compulsory convertible debentures"); and
- the issue of 6 000 000 new linked units of 50 cents each ("new linked
units")
collectively "the restructure". The restructure was announced in the press on
30 August 2002 and the circular convening the general meeting ("the circular")
was posted to shareholders on 23 October 2002.
Subsequent to the posting of the circular, various alternative opportunities
have arisen and Bonatla published a cautionary announcement in this regard on
17 October 2002.
At the general meeting, the Chairman of Bonatla advised those present that the
alternative opportunities that have arisen potentially represent superior
prospects for enhancing shareholder value compared to the restructure.
In light of this information, Bonatla shareholders elected to vote against the
special resolution which would have been necessary to effect the restructure.
The restructure
As a consequence of shareholders having voted against the special resolution
necessary to effect the restructure:
- Bonatla will not be restructured into a property loan stock company and the
existing structure of the company will accordingly remain unchanged;
- the existing ordinary shares will not be converted into linked units; and
- the compulsory convertible debentures and the new linked units will not be
issued.
Certificated shareholders should therefore not proceed with the surrender of
their existing Bonatla share certificates. Certificated shareholders who have
already surrendered their Bonatla share certificates, will have them returned to
them by the transfer secretaries within seven days hereof, by registered post,
at the risk of such shareholders. Dematerialised shareholders need not take any
action in this regard.
As the restructure will not be implemented, the majority of the estimated costs
of R4,2 million will not be incurred. The actual costs which have been incurred
are not considered to be material.
Further cautionary announcement
Bonatla shareholders are advised to continue exercising caution when trading in
Bonatla shares until a further announcement is made with regard to the
opportunities referred to above.
Johannesburg
14 November 2002
Corporate adviser and Company secretary Attorneys
sponsor
Grant Thornton Kessel Corporate Governance CC Moss-Morris
Feinstein Corporate Chartered Secretaries
Sponsors (Proprietary)
Limited
Property asset manager Advisers to Bonatla Reporting accountants
shareholders
Catalyst Property Asset Moores Rowland Grant Thornton Kessel
Managers (Proprietary) Feinstein
Limited
Date: 15/11/2002 08:08:31 AM Produced by the JSE SENS Department
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