| Tue 11 Feb 2003, 9:43 | | The Laser Group Limited - Salient Dates Announceme |
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The Laser Group Limited - Salient Dates Announcement Relating To:
Release Date: 11/02/2003 08:00:21 Code(s): LSR
The Laser Group Limited - Salient dates announcement relating to:
The Laser Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1971/010431/06)
(Share code: LSR ISIN: ZAE000017166)
("Laser")
Salient dates announcement relating to:
- an offer to purchase Laser`s Logistics and Human Resources businesses;
- a proposed distribution to Laser shareholders, in anticipation of winding-
up and in terms of section 90 of the Companies Act, of 296 cents per share plus
a time value increase ("distribution");
- an offer to purchase options to subscribe for shares in Laser ("option
offer");
- a proposed member`s voluntary winding up of Laser and de-listing ("winding
up") (collectively "the transaction").
1. INTRODUCTION
1.1 Laser shareholders are referred to the announcement published in the press
and on SENS on Monday, 23 December 2002 detailing the terms and conditions of
the transaction.
1.2 The directors of Laser have convened a general meeting to be held at the
registered office of Laser, 2nd Floor, Dean Street Arcade, Dean Street,
Newlands, 7700, at 10:00 on Wednesday, 5 March 2003, for the purpose of
considering and, if deemed fit passing, with or without modification, the
ordinary and special resolutions required to implement the transaction.
2. SALIENT DATES AND TIMES
The table below sets out the salient dates of the transaction and important
notes relating thereto.
Salient dates and times
2003
Option offer opens on Tuesday, 11 February
Last day for receipt of forms of proxy
for the general meeting by not later than 10:00 on Monday, 3 March
Last day for receipt of forms of acceptance from
holders of options to subscribe for shares
in Laser in respect of the option offer, option
offer closes and unexercised options lapse at 17:00 on Tuesday, 4 March
General meeting to be held at 10:00 on Wednesday, 5 March
Announcement in respect of fulfilment or waiver of all
the conditions precedent and results of
general meeting published on Thursday, 6 March
Last day to trade to be eligible to participate in the
distribution on Friday, 7 March
Suspension of the listing of Laser shares on the JSE
from commencement of trade on Monday, 10 March
Record date to be recorded in the register as a
shareholder in order to receive the distribution at the
close of business on Friday, 14 March
Cheques posted to holders of options to subscribe for
shares in Laser who have accepted the option
offer or designated bank accounts credited in respect
of the consideration due in terms of the option offer on Monday, 17 March
Cheques due in respect of the distribution posted to
certificated shareholders on Monday, 17 March
Dematerialised shareholders` accounts with a CSDP
or broker credited in respect of the distribution on Monday, 17 March
Termination of the listing of Laser shares on the JSE
from commencement of trade on Tuesday, 18 March
Notes:
1. The last day to trade, the record date, the date of suspension and
termination of listing of Laser shares on the JSE, and the date of payment of
the distribution and the consideration due in terms of the option offer are
dependent on the date upon which the last of the conditions precedent to the
transaction is fulfilled or waived, which conditions precedent are set out in
the circular as described in paragraph 3 below. Accordingly, the dates given may
change. Any amendment to the dates and times will be published in the press and
on SENS.
2. No share certificates may be dematerialised or rematerialised after Friday, 7
March 2003.
3. DOCUMENTATION
A circular containing full details of the transaction, convening the general
meeting of Laser to consider and, if deemed fit, pass the resolutions necessary
to implement the transaction, and containing a form of proxy has been mailed to
shareholders today.
Cape Town
11 February 2003
Sponsor to Laser
NEDBANK CORPORATE
Independent advisor to Laser shareholders
Moores Rowland
Chartered Accountants (SA)
Reporting accountants to Laser
KPMG
Legal advisor to Laser
Sonneberg Hoffmann Galombik
Legal advisor to the Consortium
Bernadt-Vukic-Potash & Getz Attorneys
Competition law attorneys
CLIFF DEKKER
Corporate advisor to the Consortium
ABSA Corporate and Merchant Bank
Corporate Finance
(Registration number 1986/004794/06)
Date: 11/02/2003 08:00:00 AM Produced by the JSE SENS Department
