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Creditvision/Verimark - Results of vendor placement
Creditvision Holdings Limited
(formerly Nova Education and Technology Holdings Limited)
(the name of which it is proposed to change to
Verimark Holdings Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1998/006957/06)
Share code: CDT ISIN: ZAE000053492
(`Creditvision` or `the company`)
VERIMARK HOLDINGS
(PROPRIETARY) LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1989/006800/07)
(`Verimark`)
RESULTS OF VENDOR PLACEMENT
1. Shareholders were advised in announcements released on SENS and published
in the press on 18 April 2005 and 3 June 2005 and in a circular to
Creditvision shareholders dated 1 June 2005 that Creditvision would proceed
with an acquisition of the entire issued share capital of and claims on
loan account against Verimark for a consideration of 110 000 000 new
consolidated Creditvision ordinary shares at 250 cents per share (`the
consideration shares`) and of various related transactions and corporate
actions (`the transactions`).
2. A condition precedent to the transactions was, inter alia, that the company
would procure the placing of 52 000 000 of the consideration shares on
behalf of the vendors.
3. PSG Capital and River Group are proud to announce that they have privately
placed 50 500 000 of the consideration shares with institutional and select
investors for a cash consideration of 250 cents per share and 1 500 000 of
the consideration shares to management (subject to disposal restrictions)
at 187,5 cents per share.
4. Excluding the 10% of the total issued shares in the company being reserved
for Black Economic Empowerment shareholders, the vendor placing was 2,85
times subscribed.
5. It is anticipated that the listing of the consideration shares will take
place on 11 July 2005.
6. Shareholders are advised that the implementation of the transactions is
still subject to:
6.1 the agreement between Creditvision and the trustees of the Van
Straaten Family Trust and Prime Rentals in terms of which the
transactions were agreed, becoming unconditional and being
implemented;
6.2 such ordinary and special resolutions as are required for the
implementation of each of the transactions being duly passed at the
general meeting of Creditvision shareholders to be held at 10:15 (or
as soon thereafter as the annual general meeting of the company shall
have been concluded) on Thursday, 23 June 2005 at the offices of PSG
Capital Limited, Building 8, Woodmead Estate, 1 Woodmead Drive,
Woodmead 2191; and
6.3 the special resolutions being registered by the Registrar of
Companies.
Johannesburg
15 June 2005
Joint corporate adviser and lead sponsor
PSG CAPITAL
Joint corporate adviser and joint sponsor
RIVER GROUP
Reporting accountantsKPMG
Legal advisers
JOWELL GLYN & MARAIS
Date: 14/06/2005 05:53:02 PM
Produced by the JSE SENS Department
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