| Mon 23 Jun 2003, 15:50 | | Results Of The Coronation Investments And Trading |
|
Corohold -
Coronation Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1902/001739/06)
(Ordinary share code: CRH)
(ISIN: ZAE000001772)
(`N" ordinary share code: CRN)
(ISIN: ZAE000010369)
("Corohold")
RESULTS OF THE CORONATION INVESTMENTS AND TRADING LIMITED ("CIT") OFFER AND THE
OFFER TO SUBSCRIBE FOR SHARES IN CIT
1. BACKGROUND
Deutsche Securities (SA) (Proprietary) Limited is authorised to announce that,
further to the circulars to Corohold shareholders dated 12 May 2003, which
contained inter alia:
- an offer by CIT to the ordinary and `N" ordinary shareholders of Corohold (the
"Corohold shareholders") to acquire all of their shares in Corohold for a cash
consideration of 500 cents per Corohold ordinary and "N" ordinary share ("the
Corohold shares"), ("the CIT offer"); and
- an offer to the Corohold shareholders to subscribe for shares in CIT ("the
subscription offer"),
the CIT and subscription offers closed for acceptance at 12h00 on Friday, 20
June 2003.
2. THE CIT OFFER
2.1 Results of the CIT offer
The holders of 25,182,404 ordinary shares representing 98.8% of the issued
ordinary share capital, and the holders of 49,840,124 `N" ordinary shares
representing 97.8% of the issued "N" ordinary share capital, of Corohold have
accepted the CIT offer. It is accordingly the intention of the CIT Board to
exercise its discretion to proceed with a compulsory acquisition, in terms of
Section 440K of the Companies Act, 1973 (Act 61 of 1973), as amended ("the
Companies Act"), of the Corohold shares of the remaining Corohold shareholders
who have not accepted the CIT offer ("the remaining Corohold shares"). This will
result in Corohold becoming a wholly owned subsidiary of CIT and subsequently
being delisted.
An application will be made to the JSE Securities Exchange South Africa ("the
JSE") to terminate the listing of the Corohold shares on the JSE. It is
anticipated that the termination of the listing will occur on Tuesday, 5 August
2003 subject to the High Court of South Africa ("the Court") not granting an
order as contemplated in Section 440K(1)(a) of the Companies Act.
A notice by CIT of the compulsory acquisition of the remaining Corohold shares
in terms of S440K of the Companies Act and a form of surrender will be posted to
Corohold shareholders in due course.
2.2 Surrender of documents of title
If they have not already done so, certificated Corohold shareholders are
requested to surrender their existing documents of title by completing and
lodging the forms of acceptance and surrender included in the Corohold circular
dated 12 May 2003, together with their documents of title, with Corohold"s
transfer secretaries, namely Computershare Investor Service Limited, Ground
Floor, 70 Marshall Street, Johannesburg, 2001 (PO Box 61051, Marshalltown,
2107).
In respect of those certificated Corohold shareholders who do not surrender
their documents of title prior to whichever is the later of the date on which
Corohold is entitled to compulsorily acquire the remaining Corohold shares or
the dismissal of any application to the Court made in terms of Section
440K(1)(a) of the Companies Act, such shareholders will be deemed to have
accepted the CIT offer. Accordingly, instruments of transfer signed by CIT will
be submitted to Corohold in terms of Section 440K(2) of the Companies Act, and
the Corohold shares of such shareholders will be transferred to CIT. The offer
consideration, being the cash consideration payable by CIT in terms of the CIT
offer of 500 cents per Corohold share, to which such shareholders are entitled,
will thereafter be held in trust by Corohold in terms of Section 440K(4) of the
Companies Act.
2.3 Salient dates and times
2003
Last day to trade in order to Monday, 23 June
participate in the CIT offer
Suspension of the listing of the Tuesday,24 June
Corohold shares from the
commencement of trade
Record date in order to receive Monday, 30 June
the offer consideration in
respect of the CIT offer
Expected termination of the Tuesday, 5 August
listing of the Corohold shares
from the commencement of trade
Note:
Corohold share certificates may not be rematerialised or dematerialised after
Monday, 23 June 2003.
3. RESULTS OF THE SUBSCRIPTION OFFER
The holders of 21,149,896 ordinary shares, representing 83.0% of the issued
ordinary share capital, and the holders of 20,886,347 "N" ordinary shares,
representing 41.0% of the issued "N" ordinary share capital of Corohold have
elected to subscribe for shares in CIT. Accordingly, 84,072,486 CIT shares have
been issued.
Cape Town
23 June 2003
Corporate advisor and sponsor to Legal advisor to Corohold
Corohold Deneys Reitz Inc.
Deutsche Securities (SA)
(Proprietary) Limited
Tax advisor to Corohold
Sonnenberg Hoffmann Galombik
Date: 23/06/2003 03:00:05 PM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department
