| Wed 18 Jun 2003, 16:47 | | RESULTS OF THE EXTENDED OFFER TO MINORITY SHAREHOL |
|
GUBB & INGGS LIMITED -
AND TERMINATION OF LISTING
GUBB & INGGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration No: 1916/001495/06)
("G&I" or "the company")
JSE Code: GUB - ISIN CODE: ZAE000003208
G & I - RESULTS OF THE EXTENDED OFFER TO MINORITY SHAREHOLDERS AND TERMINATION
OF LISTING
Introduction
Shareholders are referred to the announcements published on SENS and in the
press on 21 May 2003 in which it was stated that Merwool (Proprietary) Limited
("Merwool") had increased the offer price per G&I share from R18,00 each to
R20,50 each and that the closing date of the offer had been extended to Friday,
13 June 2003.
The offer
Prior to commencement of the offer, Merwool held
1 355 126 G&I ordinary shares representing 66,72% of G&I"s issued ordinary share
capital. In addition, Merwool"s associates held 235 952 ordinary G&I shares,
representing 11,62% of G&I"s issued ordinary share capital. The total number of
acceptances received for the offer which closed at 12:00 on 13 June 2003, was
419 011 G&I ordinary shares representing 95,24% of the offer shares. As a result
Merwool now owns 2 010 089 ordinary G&I shares, representing 98,97% of G&I"s
issued ordinary share capital.
As the offer has been accepted in respect of more than 90% of the offer shares,
Merwool now intends acquiring the remainder of the shares held by G&I
shareholders who did not accept the offer in terms of section 440K(1)(a) of the
Companies Act, 1973 (Act 61 of 1973), as amended ("the Act"). The notice in
terms of section 440K(1) of the Act will be posted imminently to those
G&I shareholders who did not accept the offer.
Surrender of Shares
If they have not already done so, certificated G&I shareholders are requested to
surrender their document(s) of title in respect of their G&I ordinary shares.
Merwool will make payment of amounts due to the G&I shareholders
who lodge properly completed forms of surrender, together with relevant
document(s) of title, within seven days of receipt by the transfer secretaries
of the relevant form of surrender, together with the requisite document(s) of
title.
Where dematerialised shareholders are concerned, the CSDP or broker will be
credited with any amount due to G&I shareholders within seven days in terms of
the custody agreement entered into between the dematerialised shareholder and
his/her CSDP or broker.
Instruments of transfer signed by Merwool will be submitted to G&I in terms of
section 440K(2) of the Act in respect of those G&I shareholders who do not
surrender their document(s) of title ("the remaining G&I shareholders") within
seven days of the later of the expiry of the notice or the dismissal of
any application to the Court made in terms of section 440K(1) of the Act.
Thereafter the ordinary shares of the remaining G&I shareholders will be
transferred to Merwool. The cash consideration of R20.50 per share in respect of
the shares of the remaining G&I shareholders so transferred, will be held in
trust by G&I, for the benefit of the remaining G&I shareholders entitled
thereto, pending the surrender of their document(s) of title, or the
waiver by Merwool of the requirements to deliver such documents. No interest
will accrue or be paid to shareholders from any funds so held.
Listing of G&I
Trading in G&I ordinary shares on the JSE Securities Exchange South Africa ("the
JSE") was suspended with effect from the commencement of business on Monday, 9
June 2003. The listing of G&I ordinary shares on the JSE was terminated with
effect from the commencement of business on Tuesday, 17 June 2003.
Johannesburg
18 June 2003
Corporate Advisor and
Sponsor
The Janus Corporation (Pty) Ltd
Attorneys to G&I
Rushmere Noach
Date: 18/06/2003 04:33:51 PM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department