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JDG/Connection - Sanctioning Of Scheme Of Arrangement
JD Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1981/009108/06)
(Share code: JDG & ISIN: ZAE000030771)
("JDG")
Connection Group Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1997/005390/06)
(Share code: CCT & ISIN: ZAE000042529)
("Connection")
SANCTIONING OF SCHEME OF ARRANGEMENT
1. Introduction
Further to the announcement published by JDG and Connection on 25 November 2005
relating to the scheme of arrangement in terms of section 311 of the Companies
Act No. 61 of 1973, as amended, proposed by JDG between Connection and its
shareholders ("the scheme") (other than Software Connection (Pty) Limited (a
wholly-owned subsidiary of Connection) in respect of its 3 636 514 Treasury
shares and Connection Group Holdings Share Trust Scheme, in respect of its 7 166
297 shares), shareholders are advised that the scheme was sanctioned today,
being Tuesday, 29 November 2005, by the High Court of South Africa
(Witwatersrand Local Division) ("Court").
2. Scheme condition precedent
The remaining condition precedent is that the Order of Court sanctioning the
scheme is registered by the Registrar of Companies. It is expected that the
Order of Court will be lodged and registered with the Registrar of Companies on
Wednesday, 30 November 2005.
3. Salient dates and times
It is anticipated that the scheme will be implemented according to the salient
dates and times contained in the announcement dated 25 November 2005 published
by JDG and Connection.
Accordingly the operative date of the scheme is Monday, 19 December 2005 and the
listing of Connection, on the JSE Limited, will terminate at the commencement of
trading on Tuesday, 20 December 2005.
Johannesburg
29 November 2005
Financial advisor and transaction sponsor to JDG
ABSA
Corporate & Merchant Bank
Attorneys to JDG
Feinsteins Attorneys
(Levy, Feinsteins & Associates Inc.
Merchant bank and sponsor to Connection
Rand Merchant Bank
A division of FirstRand Bank Limited
Corporate legal advisors to Connection
PAUL BOTHA &
ASSOCIATES (PTY) LTD
Independent advisor to Connection
Investec Corporate Finance
Investec Bank Limited
Sponsor to JDG
PSG Capital
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