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Messina - Terms and Salient dates of rights offer
Messina Limited
(Registration number 1950/035912/06)
(Share code: MES ISIN: ZAE 000004438)
("Messina" or "the company")
Terms and salient dates of rights offer
1. Introduction
Shareholders are referred to the cautionary announcement dated 22 July 2003.
The board of directors of Messina has resolved to amend certain of the terms set
out in that announcement with regards to the rights offer to shareholders
("rights offer").
2. Proposed rights offer
The board of directors of Messina has resolved to proceed with the rights offer
on the following terms:
Amount to be raised (before expenses) R270 706 990
Number of new Messina shares to be issued 4 511 783
Issue price per new Messina share 6 000 cents
Ratio of the rights offer 29 new Messina shares for
every 100 Messina shares held
Where the application of the ratio for the rights offer results in a fraction of
a Messina share, such fraction will be rounded to the nearest whole number.
The new Messina shares to be issued, in terms of the rights offer, will rank
pari passu with the Messina shares currently in issue.
The proceeds of the rights offer will be used by Messina to;
* reduce its unsecured debt obligations to a subsidiary of SouthernEra Resources
Limited ("SouthernEra"), the holding company of Messina;
* and provide cash to repay short-term debt and to increase the liquidity within
Messina.
The rights offer is conditional upon:
(i) the JSE Securities Exchange South Africa ("JSE") approving the necessary
documents and granting the required listing of the rights;
(ii) the Registrar of Companies registering the rights offer documents;
(iii) approval from the South African Reserve Bank; and
(iv) signature of an underwriting agreement by SouthernEra.
3. Salient dates
The salient dates in respect of the rights offer are reflected in the table
below. Any changes to these dates will be published on SENS and in the press.
2003
Last day to trade in Messina shares Friday 5 September
in order to participate in the
rights offer
Rights listed on the JSE Monday 8 September
Messina shares commence trading ex Monday 8 September
rights
Record date for participation in Friday 12 September
the rights offer
Rights offer opens at 09:00 Monday 15 September
Rights offer circular posted to Monday 15 September
shareholders
Last day to trade rights on the JSE Friday 26 September
New Messina shares listed and Monday 29 September
trading therein on the JSE
commences
Rights offer closes at 14:30 Friday 3 October
Record date for rights Friday 3 October
Forms of instruction together with Friday 3 October
payments lodged by certificated
shareholders by 14:30
Results of rights offer announced Monday 6 October
New Messina shares issued Monday 6 October
Dematerialised shareholders" Monday 6 October
accounts debited and updated by
CSDP or broker; and certificates
posted to certificated shareholders
Notes:
1. Dematerialised shareholders are required to inform their CSDP or broker of
their instructions in terms of the rights offer in the manner and time
stipulated in the agreement governing the relationship between the shareholder
and their CSDP or broker.
2. Share certificates may not be dematerialised or rematerialised between Monday
8 September and Friday 12 September 2003, both days inclusive.
Rosebank
Merchant Bank and Sponsor
RAND MERCHANT BANK (A division of FirstRand Limited
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