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PGR
PGR
Peregrine - Results of the General and Scheme Meetings
Peregrine Holdings Limited
(Registration number 1994/006026/06)
JSE code: PGR & ISIN code: ZAE000015152
("Peregrine" or "the company")
RESULTS OF THE GENERAL AND SCHEME MEETINGS CONVENED IN REGARD TO THE COMPANY"S
PROPOSED BEE TRANSACTION
1. INTRODUCTION
Shareholders are referred to the circular issued on 6 September 2006, detailing
Peregrine"s proposed BEE transaction and convening a general meeting on
Thursday, 28 September 2006 (the "general meeting") for the purpose of proposing
certain resolutions necessary for the implementation of the proposed BEE
transaction and convening a scheme meeting on Thursday, 28 September 2006 (the
"scheme meeting") for the purpose of considering a scheme of arrangement in
terms of section 311 of the Companies Act, 1973 (the "scheme"), proposed by the
BEE consortium between Peregrine and its ordinary shareholders, excluding those
parties referred to in the circular as the "excluded parties".
2. GENERAL MEETING
At the general meeting, each of the ordinary and special resolutions proposed by
the company was approved by the requisite majority of votes of shareholders.
3. SCHEME MEETING
At the scheme meeting the scheme was approved by 99,97% of the votes cast by
scheme members present in person or represented by proxy at the scheme meeting.
In terms of the scheme, the BEE consortium will (subject to the application of
rounding principles) acquire 136 ordinary shares for every 1000 shares held by
each scheme participant on the scheme record date, as against payment of the
scheme consideration of R7,50 per each scheme share so acquired.
Copies of the Chairman"s report on the scheme meeting will be available to any
Peregrine shareholder on request, free of charge, during normal business hours,
from Tuesday, 3 October 2006 until the date on which application is made to the
High Court of South Africa (Witwatersrand Local Division) for the sanctioning of
the scheme (which application is to be made on 10 October 2006). Such copies of
the Chairman"s report will be available at the registered office of Peregrine,
being Peregrine Building, 6A Sandown Valley Crescent, Sandown, Sandton, 2196.
4. OUTSTANDING CONDITIONS PRECEDENT TO THE SCHEME
Implementation of the scheme remains subject to the following outstanding
conditions precedent:
4.1 the scheme being sanctioned by the High Court of South Africa
(Witwatersrand Local Division); and
4.2 a certified copy of the Order of Court sanctioning the scheme being
registered by the Registrar in terms of the Companies Act.
5. SALIENT DATES AND FURTHER ANNOUNCEMENTS
5.1 Shareholders are referred to the salient dates for the implementation of
the scheme as published on the Securities Exchange News Services ("SENS") on 7
September 2006 and as published in the press on 8 September 2006.
5.2 Application will be made to the High Court to sanction the scheme on
Tuesday, 10 October 2006 with the operative date of the scheme expected to be
Monday, 23 October 2006.
Further announcements pertaining to the implementation of the scheme will be
published on SENS and in the press in due course.
Rosebank
28 September 2006
Corporate advisor and sponsor to Peregrine
Java Capital (Proprietary) Limited
Date: 28/09/2006 03:53:09 PM Produced by the JSE SENS Department
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