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Insure - Results Of Offer To Minority Shareholders And Reminder Of The Delisting
Of Insure From The Jse Limited
Insurance Outsourcing Managers Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1998/013121/06)
("INSURE" or "the company")
JSE Code: INS ISIN Code: ZAE000033221
RESULTS OF THE OFFER TO MINORITY SHAREHOLDERS AND REMINDER OF THE DELISTNG OF
INSURE FROM THE JSE LIMITED ("JSE")
The board of directors hereby announces the results of the unconditional cash
offer to minority shareholders. Acceptances for 7 106 153 (seven million one
hundred and six thousand one hundred and fifty three) shares, being 76.5% of the
total available shares, have been received. Shareholders are reminded that, in
terms of the circular to shareholders dated 24 August 2005, should 90% of
minority shareholders accept the offer on or before 16 January 2006, Insure
reserves the right to invoke the provisions of section 440K of the Companies
Act, Act 61 of 1973 to compulsorily acquire the shares held by minority
shareholders who have not accepted the offer.
Shareholders are reminded that Insure will formally delist from the JSE with
effect from commencement of trade on Tuesday, 11 October 2005 and shareholders
who have not accepted the offer will, subject to the provisions of section 440K
being invoked on or before 16 January 2006, remain as shareholders in a public
unlisted company.
Dematerialised shareholders who have not accepted the offer are advised that
their shares will be automatically rematerialised by their CSDP or broker and
held on a nominee basis. Shareholders accepting the offer up to and including
16 January 2006 are advised that cheques payable pursuant to the acceptance of
the offer will be posted, at their risk, within 5 (five) business days of
receipt of valid acceptances by the transfer secretaries.
In accordance with AltX Listings Requirements, shareholders are advised of the
risks of investing in a company listed on AltX. Shareholders are advised that
the JSE does not guarantee the viability or the success of a company listed on
AltX. In terms of JSE Listings Requirements a Designated Advisor has to be
retained by the company. The Designated Advisor is required to, inter alia,
attend all board meetings held by the company to ensure that all JSE Listings
Requirements and applicable regulations are complied with, approve the financial
director of the company and guide the company in a competent, professional and
impartial manner. If the company fails to retain a Designated Advisor it must
make arrangement to appoint a new Designated Advisor within 10 business days,
failing which the company faces suspension of trading of its securities. If a
Designated Advisor is not appointed within 30 days of its suspension the company
faces the termination of its listing without an offer to minorities.
Johannesburg
10 October 2005
Designated Advisor
Arcay Corporate Services
Date: 10/10/2005 05:49:41 PM Produced by the JSE SENS Department
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