| Tue 22 Mar 2005, 16:25 | | Metoz/ Newco - Results of Metoz scheme meeting |
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Metoz/ Newco - Results of Metoz scheme meeting
Metoz Holdings Limited
(formerly Metro Cash and Carry Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1946/021315/06)
Share code: MOZ ISIN: ZAE000057410
(`Metoz`)
The Newco Project X Limited
(Incorporated in Australia)
(Registration number ABN 32 112 073 480)
(`Newco`)
RESULTS OF METOZ SCHEME MEETING
Further to the announcements dated 6 December 2004, 11 February 2005, 24
February 2005 and 18 March 2005 regarding the scheme of arrangement (`the Metoz
scheme`) in terms of section 311 of the Companies Act, 1973 (Act 61 of 1973), as
amended (`the Companies Act`) proposed by Newco between Metoz and its
shareholders (`the scheme members`) to acquire all the Metoz shares held by the
scheme members for the scheme consideration, Metoz shareholders are advised that
the Metoz scheme was approved by 96.09% of the total number of votes exercised
by scheme members present and voting, either in person or by proxy, at the
scheme meeting held on Tuesday, 22 March 2005 (`the scheme meeting`).
Application will be made to the High Court of South Africa (Witwatersrand Local
Division) (`the Court`) to sanction the scheme on Tuesday, 5 April 2005, at
10h00 or as soon thereafter as Counsel may be heard, where the chairman of the
scheme meeting will report the results thereof to the Court. Metoz shareholders
are entitled to attend or be represented at such hearing and a copy of the
chairman`s report to the Court will be available on request to any scheme
member, free of charge, at the registered office of Metoz, or from the office of
the chairman of the scheme meeting, Mr C Ewing, c/o Cliffe Dekker Incorporated,
Fourth Floor, 1 Protea Place, Sandown, Sandton, during normal business hours for
at least one week prior to 5 April 2005.
If the Metoz scheme is sanctioned by the Court, the only remaining conditions
precedent to which the Metoz scheme may remain subject, will be -
the approval by the Australian Court (if not already obtained) of the Metcash
Trading Limited scheme of arrangement in Australia; and
the registration of the Order of Court sanctioning the Metoz scheme by the
Registrar of Companies, Pretoria.
A further announcement regarding the outcome of the application to the Court
will be released on or about Tuesday, 5 April 2005.
Johannesburg
22 March 2005
Independent adviser to Metoz
Investec Bank
Sponsor to Metoz
Sasfin Corporate Finance
a division of Sasfin Bank Limited
Attorneys to Metoz
Fluxmans Attorneys Inc
Reporting Accountants and Auditors
Ernst & Young
Attorneys to Newco
Webber Wentzel Bowens
Date: 22/03/2005 04:15:37 PM
Produced by the JSE SENS Department
