| Fri 13 Jan 2006, 16:05 | | Foord Compass Limited - Interest Payment Declarati |
|
JSE FCPD
FCPD
Foord Compass Limited - Interest Payment Declaration And Cash Election Notice
Foord Compass Limited
(Incorporated in the Republic of South Africa)
(Registration number 1987/003591/06)
JSE code: FCPD - ISIN: ZAE000054466
("Compass" or "the company")
INTEREST PAYMENT DECLARATION AND CASH ELECTION NOTICE
As published in the Business Day on 13 January 2006 and released on JSE
Limited"s SENS on 12 January 2006, notice is hereby given that a debenture
interest payment (number 37) of 52.003 cents per debenture in respect of the six
months ended 31 December 2005 is payable to debenture holders recorded in the
debenture register of the company on the record date. The last day to trade in
the debentures for purposes of entitlement to the interest payment will be
Friday, 27 January 2006. The debentures will commence trading ex the interest
payment on Monday, 30 January 2006 and the record date will be Friday, 3
February 2006. The interest will be paid on Monday, 6 February 2006. Debenture
certificates may not be dematerialised or rematerialised between Monday, 30
January 2006 and Friday, 3 February 2006, both days inclusive.
As provided for in section 6.4 of the Debenture Trust Deed, the board has
resolved that the debenture interest payment will be settled by the issue of
debentures to debenture holders recorded in the debenture register at the close
of business on the record date ("the interest debentures"). The motivation for
this decision is to retain cash and build capital for debenture holders.
Debenture holders may, however, elect to receive a cash interest payment instead
of the interest debentures ("the cash election"). The tax implications of the
settlement of the debenture interest payment by the issue of interest debentures
or by the payment of cash should be the same. However, debenture holders are
encouraged to consult their professional advisors should they be in any doubt as
to the appropriate action to take.
Certificated debenture holders who wish to elect to receive the cash interest
payment in respect of all or a part of their debenture holding, must complete
the relevant Form of Election (sent to debenture holders under separate cover)
in accordance with the instructions therein and return such election form to the
company"s transfer secretaries to be received by no later than 12:00 on the
record date, being Friday, 3 February 2006. Dematerialised debenture holders
who wish to elect to receive the cash interest payment in respect of all or a
part of their debenture holding must, in terms of the agreement between
themselves and their CSDP or broker, instruct their CSDP or broker accordingly.
If the cash election is not made by dematerialised debenture holders by the cut-
off time stipulated by their CSDP or broker, or by 12:00 on Friday, 3 February
2006 in the case of certificated debenture holders, debenture holders will be
deemed to have elected to receive new fully paid Compass debentures. As
indicated above, the last day to trade in the company"s debentures on the JSE to
ensure a purchaser appears as an owner on the record date will be Friday, 27
January 2006. The number of interest debentures to be issued ("the ratio") will
be determined with reference to the weighted average traded price of the
debentures on the JSE for the five trading days ending at the close of business
on Thursday, 19 January 2006, less the interest distribution of 52.003 cents.
Debenture holders will be notified of the ratio on the finalisation date, being
Friday, 20 January 2006. Only rounded numbers of interest debentures will be
issued based on conventional rounding principles. No fractions will be paid.
The right to receive interest debentures may not be traded on the JSE.
Application will be made to the JSE Limited for the maximum number of interest
debentures to be issued with effect from the commencement of business on Monday,
30 January 2006. An adjustment to the number of interest debentures listed will
be made on or about Tuesday, 7 February 2006 in accordance with the actual
number of interest debentures issued having regard to the cash elections made.
Cheques and/or new debenture certificates will be posted by registered post to
certificated debenture holders and the safe custody accounts updated and/or
credited by CSDPs or brokers of dematerialised debenture holders on or about
Monday, 6 February 2006.
By order of the board
CLR Hirschsohn (Chairman)
Cape Town
13 January 2006
Sponsor:
Barnard Jacobs Mellet Corporate Finance (Pty) Limited
Date: 13/01/2006 04:05:48 PM Produced by the JSE SENS Department
