| Tue 4 Oct 2005, 16:40 | | Sanlam - Sanctioning of the scheme of arrangement |
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Sanlam - Sanctioning of the scheme of arrangement and voluntary offer becoming
unconditional
Sanlam Limited
(Incorporated in the Republic of South Africa)
Registration number: 1959/001562/06
JSE share code: SLM
ISIN: ZAE000028262
NSX share code: SLA
("Sanlam" or "the Company")
SANCTIONING OF THE SCHEME OF ARRANGEMENT AND VOLUNTARY OFFER BECOMING
UNCONDITIONAL
1. Introduction
Further to the announcements dated 21 September 2005 and 26 September 2005
relating to the repurchase of shares from Sanlam shareholders, Sanlam
shareholders are advised that the scheme of arrangement in terms of section
311 of the Companies Act, No 61 of 1973, as amended ("the Act"), proposed by
Sanlam between Sanlam and its ordinary shareholders, other than the Sanlam
Limited Share Incentive Trust, the Sanlam Demutualisation Trust, Ubuntu-Botho
Investments (Proprietary) Limited and Genbel Securities Limited, ("scheme
participants") for the purpose of repurchasing in terms of section 85 of the
Act, on a pro rata basis, 10% of the Sanlam ordinary shares held by scheme
participants on the scheme consideration record date, for the scheme
consideration of R12 per Sanlam ordinary share ("the scheme") was sanctioned
by the High Court of South Africa (Cape of Good Hope Provincial Division) on
Tuesday, 4 October 2005.
2. Fulfilment of the conditions
On registration of the Order of Court by the Registrar of Companies, which
registration is expected to take place on Wednesday, 5 October 2005, the last
condition to which the scheme and the voluntary offer to Sanlam ordinary
shareholders holding less than 300 shares (after the implementation of the
scheme), on the offer record date, to repurchase in terms of section 85 of the
Act, 100% of their remaining shares at R13,67 per Sanlam ordinary share ("the
voluntary offer"), is subject, will have been fulfilled.
3. Remaining salient dates
The salient dates and times, announced on 26 September 2005, remain
unchanged. The closing date of the voluntary offer is at 12:00 on Friday, 21
October 2005 and the operative date of the scheme is expected to be Monday, 24
October 2005. Sanlam will endeavour to effect payment as soon as possible
after the operative date, but by no later than Monday, 31 October 2005.
Bellville
4 October 2005
Financial adviser and transactional sponsor
ABSA
Corporate & Merchant Bank
Corporate Finance
ABSA Bank Limited
Reg No 1986/004794/06
Attorneys
Jowell Glyn & Marais
Date: 04/10/2005 04:40:13 PM Produced by the JSE SENS Department
