| Tue 31 May 2005, 13:02 | | Kairos - Results Of General Meeting |
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Kairos - Results Of General Meeting
Kairos Industrial Holdings Limited
Incorporated in the Republic of South Africa
Registration number 1987/002927/06
Share code: KIR & ISIN: ZAE000011284
(`Kairos` or `the company`)
RESULTS OF GENERAL MEETING
Shareholders are referred to the announcements dated 15 February 2005 and 9 May
2005, which contained details relating to:
- a pro rata offer to all shareholders to acquire 10% of their shareholdings
(`the pro rata offer`);
- an odd lot offer to all shareholders holding less than 2 000 shares (`the odd
lot offer`); and
- the establishment of a Black Economic Empowerment Trust (`the BEE Trust`)
which will hold an initial 10% interest in Kairos (`the BEE initiative`) for
the benefit of black employees of the Kairos group.
At the general meeting of shareholders held today, all the ordinary and special
resolutions proposed thereat, to implement the pro rata offer, the odd lot offer
and the BEE initiative, were duly passed by the requisite majority votes. The
special resolutions will be lodged for registration with the Registrar of
Companies in due course.
Shareholders are reminded of the following salient dates and times relating to
the pro rata offer and the odd lot offer:
2005
Last day to trade to be eligible to
participate in the pro rata offer on Thursday, 9 June
Shares trade `ex` the pro rata offer on Friday, 10 June
Pro rata offer closes at 12:00
on (see Note 2) Friday, 17 June
Record date to determine those shareholders
entitled to participate in the pro rata offer
at the close of business on Friday, 17 June
In respect of the pro rata offer, cheques
in respect of certificated shareholders
posted against surrender of existing
documents of title from (see Note 3) Monday, 20 June
Dematerialised shareholders will have their
accounts held at their Central Securities
Depository Participant (`CSDP`) or broker
updated with their new shareholding and
credited with the cash amount in respect of
the pro rata offer on (see Note 3) Monday, 20 June
Results of the pro rata offer announced
on Securities Exchange News Service
(`SENS`) on Monday, 20 June
Results of the pro rata offer published
in the press on Tuesday, 21 June
Last day to trade in Kairos shares to be
eligible to participate in the odd lot
offer on Friday, 24 June
Shares trade `ex` the odd lot offer on Monday, 27 June
Record date to determine those shareholders
entitled to participate in the odd lot offer
at the close of business on Friday, 1 July
Election period for the odd lot offer closes
at 12:00 on (see Note 2) Friday, 1 July
Forms of election and surrender, where
applicable, (together with relevant
documents of title/cheque/banker`s draft,
as applicable) in respect of certificated
shareholders for the odd lot offer to be
received by the transfer secretaries
by 12:00 on Friday, 1 July
In respect of the odd lot offer, new share
certificates and cheques in respect of
certificated shareholders posted against
surrender of existing documents of title,
where applicable, from Monday, 4 July
Dematerialised shareholders will have
their accounts held at their CSDP or
broker updated with their new shareholding
and debited/credited with the cash amount,
as the case may be, in respect of the odd
lot offer on Monday, 4 July
Implementation of the odd lot offer takes
effect at the commencement of business on Monday, 4 July
Results of the odd lot offer announced on
SENS on Monday, 4 July
Results of the odd lot offer published
in the press on Tuesday, 5 July
Notes
1. The abovementioned dates and times are subject to change. Any such change
will be released on SENS and published in the press.
2. Dematerialised shareholders are required to notify their duly appointed CSDP
or broker of their acceptance of the odd lot offer and the pro rata offer in the
manner and time stipulated in the agreement governing the relationship between
the shareholder and the CSDP or broker.
3. The first cash payment to shareholders who accept the pro rata offer will be
5,83 cents per share. Thereafter payments will be made bi-annually on 30
September and 31 March each year. The final payment will be on 30 September 2007
and will be an amount of 5,85 cents per share.
4. Shareholders may not dematerialise or rematerialise their Kairos shares
between Friday, 10 June 2005 and Friday,
17 June 2005, both days inclusive and between Monday, 27 June 2005 and Friday, 1
July 2005, both days inclusive.
Johannesburg
31 May 2005
Transaction advisor and sponsor
Bridge Capital
Legal advisors
Tugendhaft Wapnick Banchetti and Partners
Date: 31/05/2005 01:03:09 PM
Produced by the JSE SENS Department
