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JSE
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Sage Group Limited - Tax matters: escrow release and second subsequent
payment to shareholders, and further update
SAGE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1970/010541/06)
JSE share code: SGG
ISIN: ZAE000006623
("Sage")
Sage Group Limited - Tax matters: escrow release and second subsequent
payment to shareholders, and further update
The former shareholders of Sage ("shareholders") are referred to the
previous announcements made on SENS on 25 August 2005, 27 March 2006 and
30 May 2006 regarding the tax matters as described in the Circular to
Shareholders dated 8 July 2005 and for which escrow accounts totalling R120
million (equivalent to approximately 33 cents per share) have been
maintained.
Escrow release and second subsequent payment
In terms of the escrow agreement, the escrow steering committee is obliged
to semi-annually advise shareholders, by way of a SENS announcement, of
progress made in resolving the escrow tax matters, and as and when a tax
matter relating to a specific escrow account is finally resolved.
The escrow steering committee is now pleased to advise shareholders that
the second of the three tax matters, for which an amount of R15 million was
set aside (i.e. 12.5% of the total escrow amount), has been resolved by way
of a settlement agreement with the South African Revenue Service (SARS). An
amount of R 12 172 818,30, being the amount (inclusive of accrued interest)
held in escrow in respect of that tax matter less the net settlement to
SARS, shall be released in favour of the eligible shareholders.
Accordingly, a payment of 3.36 cents per share (comprising 3.11 cents per
share of capital and 0.25 cents per share of accrued interest, less the
costs incurred in accordance with the provisions of the escrow agreement)
("second subsequent payment") will be made to shareholders who were
recorded on 9 September 2005 ("consideration record date") as being
eligible to receive the initial payment of 142 cents per share (paid on 12
September 2005) and possible subsequent payments.
On 28 September 2006, the second subsequent payment is expected to be:
*transferred electronically or posted to certificated shareholders, who
were registered as such on the consideration record date and who have
surrendered their documents of title, failing which payment will take place
within five business days of receipt of their documents of title, and
*credited and updated to the accounts, held at Central Securities
Depository Participants or brokers, of shareholders who held dematerialised
shares, and who were registered as such on the consideration record date.
Further update
Shareholders are further advised that regular meetings are still being held
and communications exchanged with SARS to finalise the remaining unresolved
escrow tax matter in respect of an amount of R85 million.
Johannesburg
21 September 2006
Sponsor: J.P.Morgan Equities Limited
Date: 21/09/2006 03:09:03 PM Produced by the JSE SENS Department
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