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DTP
DTP
Datapro - Dealings in securities and cancellation of call option
DATAPRO GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/016433/06)
("DataPro" or "the company")
JSE Code: DTP & ISIN Code: ZAE 000058061
Dealings in securities by a director and cancellation of Call Option
against the vendors of Definity Telecommunications (Proprietary) Limited
("Definity")
In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of
the JSE Limited ("JSE"), the following information is disclosed:
Name of director: DG Reed
Date of transaction 25 August 2006
Number of shares: 63 210 000 shares
Class of securities: Shares
Nature of transaction: Purchase
Price per share 60c
Nature of director"s Direct
interest
Extent of interest: 13.065%
Value of transaction R37 926 019.88
Name of director: DG Reed
Date of transaction 25 August 2006
Number of securities: 632 100 contracts representing 63
210 000 shares
Class of securities: Single stock futures
Nature of transaction: Purchase
Price per single stock R61.85
future
Nature of director"s Direct
interest
Extent of interest: 13.065%
Value of transaction R39 096 200
Expiry date of contract 21 December 2006
The 63 210 000 shares acquired by DG Reed have been used as a hedge for the
purchase of the single stock futures and the rights of beneficial ownership
remains with DG Reed.
Rationale for the transaction and cancellation of call option
Of the above shares, 63 209 858 shares purchased by DG Reed originate from
the Definity vendor consideration shares transferred to a special purpose
vehicle ("SPV") by the vendors and against whom DataPro has a call option
("the Definity call option shares"). In the interim, there was a change in
control of the SPV.
As the call option was originally entered into with a view to be able to
place the underlying Definity call option shares with strategic partners in
DataPro, DG Reed accordingly negotiated the above transaction with the new
SPV owners.
The board of directors have therefore agreed to cancel the call option
against the vendors, as the transaction essentially places DataPro in the
same position vis a vis the shares being held by vested parties. DG Reed
may continue to hold the above securities or may enter into a transaction
with a strategic partner to DataPro at a future point in time.
Clearance to deal was obtained in accordance with paragraph 3.66 of the
Listings Requirements of the JSE.
In accordance with AltX Listings Requirements, shareholders are advised of
the risks of investing in a company listed on AltX and are advised that the
JSE does not guarantee the viability or the success of a company listed on
AltX. In terms of JSE Listings Requirements a Designated Adviser has to be
retained by the company. The Designated Adviser is required to, inter
alia, attend all board meetings held by the company to ensure that all JSE
Listings Requirements and applicable regulations are complied with, approve
the financial director of the company and guide the company in a competent,
professional and impartial manner. If the company fails to retain a
Designated Adviser it must make arrangements to appoint a new Designated
Adviser within 10 business days, failing which the company faces suspension
of trading of its securities. If a Designated Adviser is not appointed
within 30 days of its suspension the company faces the termination of its
listing without an offer to minorities.
Johannesburg
28 August 2006
Designated Advisor
Arcay Corporate Services
Date: 29/08/2006 03:56:03 PM Produced by the JSE SENS Department
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