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APA APB
APA
ApexHi - Update regarding the new Apexhi C Units and the BEE Transaction
ApexHi Properties Limited
(Registration No. 1999/000238/06)
Share codes: APA ISIN codes: ZAE000033064
APB ZAE000033072
("ApexHi")
UPDATE REGARDING THE NEW APEXHI C UNITS AND THE BLACK ECONOMIC EMPOWERMENT
("BEE") TRANSACTION
INTRODUCTION
Unitholders are referred to the previous announcements in relation to:
* the proposed amendments to ApexHi"s linked unit structure in order to
create new C units; and
* the proposed BEE transaction ("the BEE transaction")to be implemented
by way of a scheme of arrangement ("the scheme").
NET ENTITLEMENTS
In terms of the proposed amendments to ApexHi"s linked unit structure:
* ApexHi A unitholders will receive 45 new C units for every 100 A units
held by them; and
* ApexHi B unitholders will receive 55 new C units for every 100 B units
held by them.
As the creation of the new C units is conditional upon the scheme becoming
operative ApexHi unitholders will simultaneously with the creation of the
new C units be required to sell 30% of the new C units received by them at
a price of R2.00 per new C unit in terms of the BEE transaction.
Accordingly subject to the creation of the new C units and the
implementation of the scheme:
* ApexHi A unitholders will receive 31.5 new C units per 100 A units
(being the 70% of the 45 new C units retained by the A unitholder
after the scheme) rounded up or down to the nearest full number of new
C units plus R27 per 100 A units (being the effective scheme
consideration on the 30% of the 45 new C units disposed of in terms of
the scheme);
* ApexHi B unitholders will be entitled to receive 38.5 new C units per
100 B units (being the 70% of the 55 new C units retained by the B
unitholder after the scheme) rounded up or down to the nearest full
number of new C units plus R33 per 100 B units (being the effective
scheme consideration on the 30% of the 55 new C units disposed of in
terms of the scheme).
A table reflecting the net entitlements of ApexHi A and B unitholders to
new C units and the scheme consideration is contained in the circular
referred to below.
CIRCULAR AND SALIENT DATES
A circular to ApexHi A and B unitholders relating to the creation of the
new C units, the BEE transaction and the scheme was issued on Friday, 25
August 2006. The salient dates for the creation of the new C units and the
implementation of the BEE transaction contained in the circular (which
differed from those set out in the announcement dated 2 August 2006) are as
follows:
2006
Shareholders and debenture holders Monday, 18 September
general meetings and scheme meetings to
be held on
Court hearing to sanction the scheme Tuesday, 26 September
Last day to trade A and B units in Friday, 6 October
order to be entitled to new C units and
altered A and B units
List and trade altered A and B units Monday, 9 October
and new C units
Issue of new ISINs for the altered A
units (new ISIN Number ZAE000083598), B
units (new ISIN Number ZAE000083606)
and new C units (JSE code "AXC" and
ISIN Number ZAE000083580)
Record date on which scheme Friday, 13 October
participants must be recorded in the
register to receive the scheme
consideration, by close of trading on
Operative date of the scheme at the Monday, 16 October
commencement of trading
Scheme consideration posted to Monday, 16 October
certificated scheme participants (if
documents of title are received on or
prior to the record date) on
Dematerialised scheme participants will Monday, 16 October
have their accounts (held at their CSDP
or broker) updated on
Notes:
1. No dematerialisation or rematerialisation of the current A and B units
may take place after the last day to trade, being Friday 6 October
2006.
2. These dates and times are subject to change. Any changes will be
published on SENS and in the press.
NOTICE OF SCHEME MEETINGS
A notice of the scheme meetings will be published on SENS and in the press
on Friday, 1 September 2006.
Rosebank
30 August 2006
Corporate advisor, legal advisor and sponsor to ApexHi
Java Capital (Proprietary) Limited
Date: 30/08/2006 03:56:15 PM Produced by the JSE SENS Department
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