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MICC - RECEIPT FROM VUKILE PROPERTY FUND LIMITED OF NOTICE OF ITS FIRM INTENTION
TO MAKE AN OFFER TO ACQUIRE ALL OF THE LINKED UNITS IN MICC AND
CAUTIONARY ANNOUNCEMENT
MICC Property Income Fund Limited
(formerly Clidet No.455 (Proprietary) Limited)
(Incorporated in the Republic of South Africa)
(Registration number 2003/013404/06)
(`MICC`)
JSE Share code: MCP
NSX Share code: MCO
ISIN: ZAE000050175
RECEIPT FROM VUKILE PROPERTY FUND LIMITED (`VUKILE`) OF NOTICE OF ITS FIRM
INTENTION TO MAKE AN OFFER TO ACQUIRE ALL OF THE LINKED UNITS IN MICC AND
CAUTIONARY ANNOUNCEMENT
Java Capital is authorised to announce that on Monday, 6 September 2004, Vukile
delivered to the board of MICC notice of its firm intention to make an offer to
MICC unitholders to acquire all of their linked units in MICC (the `proposed
offer`).
The terms and conditions of the proposed offer are as follows:
- Vukile will make an offer to MICC unitholders to acquire their linked
units. If it receives acceptances in respect of 90% of the linked units in
issue, then Vukile intends to invoke the provisions of section 440K of the
Companies Act, 61 of 1973, as amended, to acquire all of the linked units
issued by MICC and thereafter to proceed with the de-listing of MICC from
the JSE Securities Exchange South Africa and the Namibian Stock Exchange.
- The offer states that it is subject to regulatory and statutory
requirements.
- The offer consideration will comprise 12 new Vukile linked units for every
10 MICC linked units held. No cash alternative is included in the proposed
offer.
Vukile has advised MICC that it has already approached and received acceptances
of its conditional offer from MICC unitholders holding 27 137 228 MICC linked
units (which represent 40,5% of all of MICC`s issued linked units).
The board of MICC has appointed Java Capital to advise the board on the offer
and as to how the offer affects all holders of MICC linked units. Pursuant to
the provisions of the Securities Regulation Code on Takeovers and Mergers, the
substance of the advice furnished to the board will be made known to holders of
MICC linked units in a form and manner approved by the Securities Regulation
Panel.
A further announcement will be published by MICC in due course. Until such time,
MICC unitholders are advised to exercise caution when dealing in their linked
units.
Johannesburg
7 September 2004
South African sponsor and independent advisor
Java Capital (Pty) Limited
Namibian sponsor
Irwin, Jacobs, Greene (Pty) Ltd
Member of the NSX
Legal advisor
Cliffe Dekker
Date: 07/09/2004 05:44:04 PM Produced by the JSE SENS Department
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