| Thu 11 Aug 2005, 8:23 | | Maxiprest - Salient dates for the scheme |
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Maxiprest - Salient dates for the scheme of arrangement
Bridgestone Firestone Maxiprest Limited
(Incorporated in the Republic of South Africa)
(Registration number 1988/006456/06)
Share code: BDS ISIN: ZAE000027447
(`Maxiprest` or `the company`)
Salient dates for the scheme of arrangement proposed by Maxiprest, between
Maxiprest and its members other than Bridgestone South Africa Holdings
(Proprietary) Limited (`Bridgestone South Africa Holdings`)
1. Introduction
1.1 In a joint announcement (`announcement`), released on the Securities
Exchange News Service (`SENS`) on Wednesday, 27 July 2005 and published in
the press on Thursday, 28 July 2005, members were advised of Maxiprest`s
intention to propose a scheme of arrangement (`scheme`) in terms of section
311 of the Companies Act, 1973 (Act 61 of 1973), as amended, in terms of
which Maxiprest will repurchase all of the issued shares of Maxiprest,
other than those shares owned by Bridgestone South Africa Holdings, for a
cash consideration of 115 cents per share.
1.2 Further to the announcement, Deloitte & Touche Corporate Finance is
authorised to announce that the High Court of South Africa (Witwatersrand
Local Division) (`the Court`) has granted leave to convene a scheme meeting
(`scheme meeting`) for members of the company registered as such on the
`voting record date` of the scheme (see below), other than Bridgestone
South Africa Holdings, to consider the scheme.
1.3 The scheme meeting will be held on Monday, 5 September 2005 at 10:15 at 384
Southern Klipriviersberg Road, Steeledale, Johannesburg or so soon
thereafter as the general meeting of members (`general meeting`), convened
to be held at 10:00 on the same day, has been concluded.
2. Salient dates and times of the scheme
The expected dates and times relating to the scheme are set out below:
2005
Circular to be issued to members on Thursday, 11 August
Notice of scheme meeting released on SENS on Thursday, 11 August
Notice of scheme meeting published in the press on Thursday, 11 August
Last day to trade to be recorded in the register on
the voting record date Wednesday, 24 August
Voting record date at close of business on Wednesday, 31 August
Last day to lodge forms of proxy for the general
meeting by 10:00 on Thursday, 1 September
Last day to lodge forms of proxy for the scheme
meeting by 10:15 on Friday, 2 September
General meeting to be held at 10:00 on Monday, 5 September
Scheme meeting to be held at 10:15 (or so soon
thereafter as the general meeting shall have
been concluded) on Monday, 5 September
Announcement of the results of the general meeting and
the scheme meeting to be released on SENS on Monday, 5 September
Announcement of the results of the general meeting and
the scheme meeting to be published in the press on Tuesday, 6 September
Court hearing to sanction the scheme on Tuesday, 13 September
Results of the Court sanctioning application released
on SENS on Tuesday, 13 September
Results of the Court sanctioning the application
published in the press on Wednesday, 14 September
If the scheme is sanctioned and implemented
Order of Court sanctioning the scheme registered by
the Registrar of Companies in South Africa on or about Thursday, 15 September
Notice of registration of Order of Court released
on SENS on Thursday, 15 September
Expected final date on which the scheme will become
unconditional on Thursday, 15 September
Expected last day to trade on the JSE Limited (`JSE`)
to participate in the scheme on Friday, 16 September
Expected date of suspension of trading on the JSE at
the commencement of trade on Monday, 19 September
Expected consideration record date to determine
participation in the scheme at close of business on Friday, 23 September
Expected operative date from commencement of
business on Monday, 26 September
Expected date from which the scheme consideration will
be transferred or posted (if the scheme
becomes operative) Monday, 26 September
Expected date of termination of the listing of
Maxiprest shares on the JSE from the commencement of
business on Tuesday, 27 September
Notes:
1. Members are advised that no share certificates may be dematerialised after
Friday, 16 September 2005.
2. As Maxiprest is settling in the STRATE environment, settlement of trades in
Maxiprest shares takes five business days. Accordingly, members who
acquire Maxiprest shares within four business days before the voting record
date will not be eligible to vote at the scheme meeting.
3. These dates and times may be changed by Maxiprest, subject if necessary, to
approval by the regulatory authorities. Any such change will be published
on SENS and in the press.
4. All times given in this document are local times in South Africa.
3. Documentation
A circular, containing full details of the scheme will be posted to members
on Thursday, 11 August 2005.
Johannesburg
11 August 2005
Corporate advisor to Maxiprest
Deloitte
Corporate Finance Division
Deloitte & Touche Chartered Accountants (SA)
Registered Accountants and Auditors
Sponsor
Deloitte & Touche Sponsor Services (Pty) Ltd
(Incorporated in the Republic of South Africa)
(Registration number 1996/000034/07)
Attorneys
Werksmans
Incorporated
(Reg. No. 1990/007215/21)
Independent advisor to minority shareholders of Maxiprest
PricewaterhouseCoopers
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
(Registration number 1970/003711/07)
Date: 11/08/2005 07:05:07 AM
Produced by the JSE SENS Department
