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JSE FCPD
FCPD
Foord Compass Limited - Finalisation announcement relating to the debenture
interest payment and election
Foord Compass Limited
(Incorporated in the Republic of South Africa)
(Registration number 1987/003591/06)
JSE code: FCPD - ISIN: ZAE000054466
("Compass" or "the company")
FINALISATION ANNOUNCEMENT RELATING TO THE DEBENTURE INTEREST PAYMENT AND
ELECTION
Debenture holders are referred to the preliminary results for the year ended 31
December 2005 released on SENS on 12 January 2006 and published in the press on
13 January 2006 as well as the notice released on SENS on 13 January 2006.
The above documents contained a notice relating to a debenture interest payment
of 52.003 cents per debenture in respect of the six months ended 31 December
2005 payable to debenture holders recorded in the debenture register on Friday,
3 February 2006 ("the record date"). As provided for in section 6.4 of the
Debenture Trust Deed, the board resolved that the debenture interest payment
would be settled by the issue of debentures ("the interest debentures").
Debenture holders may, however, elect to receive a cash interest payment instead
of the interest debentures ("the cash election").
Ratio of debentures to be issued:
The number of interest debentures to be issued has been determined with
reference to the weighted average traded price of the debentures on the JSE
Limited ("JSE") for the five trading days ended at the close of business on
Thursday, 19 January 2006 (being 791.88533 cents), less the interest
distribution of 52.003 cents, which results in an issue price of 739.88233 cents
per debenture and a ratio of 0.07029 interest debentures for each debenture held
on the record date.
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 a
Form of Election (mailed previously) in accordance with the instructions therein
and return such election form to the company"s transfer secretaries,
Computershare Investor Services 2004 (Pty) Limited, to be received by no later
than 12:00 on the record date. 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. 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.
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. 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. Debenture certificates may not be dematerialised or rematerialised
between Monday, 30 January 2006 and Friday, 3 February 2006, both days
inclusive.
Cape Town
20 January 2006
Sponsor: Barnard Jacobs Mellet Corporate Finance (Pty) Limited
Date: 20/01/2006 10:40:54 AM Produced by the JSE SENS Department
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