| Fri 10 Oct 2003, 17:59 | | Sanlam -- Amendment of the Absa Shareholders Agree |
|
imited - Amendment Of The Absa Shareholders Agreement
Release Date: 10/10/2003 17:10:24 Code(s): SLM
Sanlam Limited - Amendment of the ABSA Shareholders" Agreement
Sanlam Limited
(Incorporated in the Republic of South Africa)
(registration number 1959/001562/06)
Share code: SLM ISIN: ZAE 000028262
Amendment of the ABSA Shareholders" Agreement
On 19 August 2002, Sanlam on the one hand and the former Universa shareholders,
the Mine Employees Pension Fund and the Sentinel Mining Industry Retirement Fund
(the MPFs), Sage and the wholly owned subsidiary of Remgro, Financial Securities
Limited (FSL) on the other hand announced that they had restructured the
agreements between them in respect of their interest in Absa.
That restructuring provided for the unbundling of the entire shareholding of
Universa in Absa and retained, by means of a new shareholders" agreement
(shareholders" agreement), a reduced shareholding pool covering approximately
36% of Absa issued shares, which were held as follows:
No of Absa shares % of issued % of share pool
Absa shares
Sanlam 129 250 000 19,8 55,0
FSL 52 875 000 8,1 22,5
MPFs 52 875 000 8,1 22,5
235 000 000 36,0 100,0
Sage elected to withdraw from the Absa sharepool and was not a party to the
shareholders" agreement.
The shareholders" agreement provided, amongst other things, for pre-emptive
rights on the Absa pool shares and the orderly marketing on the JSE Securities
Exchange of any Absa shares, whether in pool or not, which any of the parties
may decide to sell.
In accordance with the provisions of the shareholders" agreement, the MPFs have
sold the majority of their Absa shares, including the majority of their pool
shares. They now only hold normal portfolio level investments in Absa shares.
The MPFs have therefore requested, and Sanlam and FSL have agreed, that the MPFs
be released from their rights and obligations under the shareholders" agreement.
As a remaining pool shareholder, Sanlam announces that it has entered into a new
shareholders" agreement with FSL on the same basis as the previous agreement.
The new agreement provides for a revised shareholding pool containing
approximately 28% of Absa"s issued shares, which will be held as follows:
No of Absa shares % of issued % of revised share
Absa shares pool
Sanlam 129 250 000 19,8 71,0
FSL 52 875 000 8,1 29,0
182 125 000 27,9 100,0
