| Thu 7 Jul 2005, 16:59 | | Sage/Momentum - Salient Dates And Times Announceme |
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Sage/Momentum - Salient Dates And Times Announcement
Sage Group Limited Momentum Group Limited
(Incorporated in the Republic (Incorporated in the Republic
of South Africa) of South Africa)
(Registration number (Registration number
1970/010541/06) 1904/002186/06)
Share code: SGG ISIN number: (`Momentum`)
ZAE000006623
(`Sage`)
SALIENT DATES AND TIMES ANNOUNCEMENT
Introduction
Sage shareholders (`Shareholders`) are referred to the announcement published on
SENS on 20 May 2005
Scheme Meeting
Shareholders are advised that the High Court of South Africa has granted Sage
leave to convene a scheme meeting (`the Scheme Meeting`), to be held at 12:00 on
Tuesday, 2 August 2005 at Sage`s premises situated at 12th Floor, Sage Centre,
10 Fraser Street, Johannesburg, 2001.
Important dates and times
This announcement sets out below the expected salient dates and times in
relation to the Scheme.
2005
Scheme circular posted to shareholders on Friday, 8 July
Last day to trade in Sage shares on the JSE Thursday, 21 July
Limited (`JSE`) in order to be recorded on
the register to vote at the Scheme Meeting,
by the close of trade on the JSE (refer Note
2 below) on
Record date to vote at the Scheme meeting on Thursday, 28 July
Last day to lodge form of proxy for the Friday, 29 July
Scheme Meeting (for use by certificated and
own-name dematerialised shareholders) by
12:00 on
Scheme meeting to be held at 12:00 on Tuesday, 2 August
Results of the Scheme Meeting released on Tuesday, 2 August
SENS on
Results of Scheme Meeting published in the Wednesday, 3 August
South African press on
Court hearing to sanction the Scheme Tuesday, 16 August
expected at 10:00 (or as soon thereafter as
counsel may be heard) on
If the Scheme is sanctioned and implemented:
Order of Court sanctioning the Scheme Thursday, 18 August
registered by the Registrar of Companies on
or about
Confirmation of fulfilment of conditions Thursday, 18 August
precedent anticipated to be released on SENS
on
Confirmation of fulfilment of conditions Friday, 19 August
precedent anticipated to be published in the
South African press on
Expected last day to trade in Sage shares on Friday, 19 August
the JSE in order to be recorded on the
register on the consideration record date on
Expected suspension of listing of Sage Monday, 22 August
shares on the JSE at the commencement of
trade on the JSE on
Expected consideration record date for the Friday, 26 August
Scheme on which shareholders must be
recorded as such in the register to receive
the Initial Payment and possible Subsequent
Payment(s) by 17:00 on
Expected operative date of the Scheme at the Monday, 29 August
commencement of trading on the JSE on
Initial payment expected to be transferred Monday, 29 August
electronically or posted to certificated
scheme participants (if documents of title
are received on or prior to the operative
date) on or about
or, failing receipt of documents of title on
or before the operative date, within five
business days of receipt thereof by the
transfer secretaries.
Dematerialised scheme participants expected Monday, 29 August
to have their accounts held at their Central
Securities Depository Participant (`CSDP`)
or broker credited and updated with the
Initial Payment on
Expected termination of listing of Sage`s Tuesday, 30 August
shares on the JSE at the commencement of
trade on the JSE on
Notes:
The above dates and times are subject to change. Any variation of the above
dates and times, as may be approved by the Securities Regulation Panel, the JSE
and/or the High Court of South Africa will be released on SENS and published in
the South African press.
Shareholders should note that, as trade in Sage shares on the JSE is settled
through STRATE, settlement for trade takes place 5 (five) business days after
such trade. Therefore, shareholders who acquire Sage shares on the JSE after
Thursday, 21 July 2005 will not be eligible to vote at the Scheme Meeting.
Dematerialised scheme members, other than own-name dematerialised scheme
members, must provide their CSDP or broker with their instructions for voting at
the Scheme Meeting by the cut-off time and date advised by the CSDP or broker
for instructions of this nature.
No dematerialisation or rematerialisation of Sage shares may take place after
Friday, 19 August 2005.
Forms of proxy for the Scheme meeting may also be handed to the chairman of the
Scheme Meeting by not later than ten minutes before the commencement of the
Scheme Meeting.
8 July 2005
Financial adviser and transaction Merchant bank to Momentum and BVI
sponsor to Sage 976
JPMorgan Rand Merchant Bank
Attorneys to Sage Attorneys to Momentum and BVI 976
Werksmans Hofmeyr, Herbstein & Gihwala
Independent adviser to the Sage Board
Grant Thornton Corporate Finance
Independent reporting accountants to
Sage
KPMG
Date: 07/07/2005 04:51:56 PM
Produced by the JSE SENS Department
