| Wed 3 May 2006, 15:27 | | Adonis - Posting of Circular |
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ADO
ADO
Adonis - Posting of Circular, Salient Dates and General Meeting
Adonis Knitwear Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number: 1969/002908/06
Share code: ADO & ISIN: ZAE000000121
("Adonis" or "the company")
ANNOUNCEMENT REGARDING POSTING OF THE CIRCULAR, SALIENT DATES AND TIME AND
THE DATE OF THE GENERAL MEETING
1. POSTING OF THE CIRCULAR TO ADONIS SHAREHOLDERS
Further to the announcement released on SENS and published in the press on
10 March 2006 and 13 March 2006 respectively, Adonis shareholders are
advised that the circular regarding:
- the disposal by Adonis of its entire business as a going concern to
Dream World Investments 363 (Proprietary) Limited, a related party, in
terms of Section 228 of the Companies Act (Act 61 of 1973), as amended;
- the conversion of the authorised and issued share capital consisting of
ordinary shares of 50 cents each into ordinary shares of 0.1 cent each
which will, in terms of the restructure, be linked to one debenture of
0.1 cent each, thereby comprising a linked unit;
- a change of control in Adonis;
- a change of name to SizAfika Property Investments Limited ("SizAfika");
- adoption of a new Memorandum and Articles of Association;
- adoption of a Debenture Trust Deed; and
- a general authority to issue linked units for cash;
is being posted to shareholders today, 3 May 2006.
2. GENERAL MEETING
A general meeting of Adonis shareholders to approve the above will be held
at 3rd Floor, 72 Grayston Drive, Sandown on Thursday, 25 May 2006 at 12h00.
3. SALIENT DATES AND TIMES
2006
Circular and notice of general meeting posted to
shareholders on Wednesday, 3 May
Last day for lodging form of proxy at 12h00 on Tuesday, 23 May
General meeting of Adonis shareholders at 12h00 on
Thursday, 25 May
Announcement of fulfilment or waiver of the
condition precedent and results of general meeting
released on SENS on Thursday, 25 May
Announcement of fulfilment or waiver of the
condition precedent and results of general meeting
published in the press on Friday, 26 May
Last day to trade in shares (before the restructure
referred to note 2 below) in the name of Adonis to
be recorded as a shareholder in the register of
Adonis on the record date Thursday, 8 June
Linked units commence trading (after the
restructure referred to note 2 below) in the name
of SizAfika and the new JSE code "SZA" and ISIN Friday, 9 June
ZAE000080198
Record date, being the last day for shareholders to
be recorded as such in the register of Adonis in
order to receive linked units in the new name Thursday, 15 June
New linked unit certificates will be posted to the
shareholders who have surrendered their share
certificates on or before 12h00 on Thursday, 15
June 2006 on Monday, 19 June
CSDP or broker accounts will be updated for
shareholders holding dematerialised shares Monday, 19 June
New linked unit certificates will be posted to the Within 5 (five)
shareholders who surrender their share certificates business days of
after 12h00 on Thursday 15 June 2006 receipt of existing
share certificates
Notes:
1. No share certificates in the name of Adonis may be dematerialised
or rematerialised after Thursday, 8 June 2006.
2. Once the general meeting on Thursday, 25 May 2006 is concluded,
the various special resolutions, relating to the change of name
and restructure of ordinary of 50 cents each into linked units
comprising one share of 0.1 cent and a debenture of 0.1 cent, will
be registered, resulting in the linked units commencing trade on
Friday, 9 June 2006.
Sponsor
Imara Corporate Finance South Africa (Pty) Limited
3 May 2006
Date: 03/05/2006 03:27:08 PM Produced by the JSE SENS Department
