Sharenet Sites 
Sharenet Sites
Results of the General Meeting of Bidvest Shareholders and Finalisation Information in relation to the Unbundling
The Bidvest Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1946/021180/06)
Share code: BVT
ISIN: ZAE000117321
(“Bidvest” or “the Company” or “the Group”)
ANNOUNCEMENT RELATING TO:
- THE RESULTS OF THE GENERAL MEETING OF BIDVEST SHAREHOLDERS
RELATING TO THE LISTING AND UNBUNDLING BY BIDVEST OF ALL ITS
SHARES IN BID CORPORATION LIMITED (“BIDCORP”) TO BIDVEST
SHAREHOLDERS; AND
- THE FINALISATION INFORMATION IN RELATION TO THE UNBUNDLING
1. Introduction
Bidvest shareholders (“Shareholders”) are referred to the
circular to Shareholders dated April 14 2016 (“Circular”)
which sets out the details of the proposed listing by way of
introduction of the entire issued share capital of BidCorp
in the Food Retailers and Wholesalers sector of the main
board of the JSE Limited (“JSE”) (“the Listing”) and the
proposed unbundling by Bidvest of all its shares in BidCorp
to Shareholders by way of a distribution in specie (“the
Unbundling”).
Shareholders are advised that, at the general meeting of
Shareholders held on May 16 2016 (“General Meeting”),
convened in terms of the notice of the General Meeting
contained in the Circular, the resolutions to approve, inter
alia, the Unbundling, were passed by the requisite majority
of Shareholders.
2. Results of the General Meeting
Details of the results of the voting are as follows:
Total issued share capital: *327 802 293
Total number of shares 242 477 239
present/represented at the General being 73.97% of the
total votable shares
Meeting:
*Number of shares (excludes 7 601 919 treasury shares) in issue at the
date of the General Meeting.
Special Resolution number 1: Approval for the Unbundling in
terms of section 112 of the South African Companies Act, 71
of 2008, as amended (“Companies Act”)
Shares voted For Against Abstentions
242 477 239 242 295 003 104 182 132
being 73.97% being 99.9% of being 0.0% of being 0.1% of
of total the the total the total the total issued
issued shares voted shares voted shares issued shares
Special Resolution Number 2: Approval of the treatment of
outstanding share awards under the Bidvest Incentive Scheme
Shares voted For Against Abstentions
242 477 239 232 668 326 9 423 294 385 619
being 73.97% being 95.9.0% being 3.9% of being 0.2% of
of the total of the total the total the total issued
issued shares voted shares voted shares shares
Special Resolution Number 3: Approval of the Bidvest Group
Share Appreciation Rights Plan
Shares voted For Against Abstentions
242 477 239 226 333 740 14 563 072 1 580 427
being 73.97% being 93.3% of being 6.0% of being 0.7% of
of total the total the total the total issued
issued shares voted shares voted shares shares
Ordinary Resolution Number 1: Directors’ authority
Shares voted For Against Abstentions
242 477 239 242 138 085 157 022 182 132
being 73.97% being 99.9% of being 0.0% of being 0.1% of
of total the the total the total the total issued
issued shares voted shares voted shares shares
The only remaining suspensive condition in relation to the
Unbundling is the Takeover Regulation Panel issuing a
certificate of compliance in respect of the Unbundling in
terms of Section 115 of the Companies Act.
3. Details of the entitlement ratio
Bidvest will unbundle its shares in BidCorp in the ratio of
1 BidCorp share for every 1 Bidvest ordinary share held by a
Shareholder on June 3 2016 (“Record Date”).
4. Salient dates and times
The table below sets out the remaining salient dates and
times in relation to the Listing and the Unbundling:
2016
Last day to trade in Bidvest shares on the Friday, May 27
JSE to participate in Unbundling
Listing of BidCorp from the commencement Monday, May 30
of business (JSE share code: BID and ISIN:
ZAE000216537)
Bidvest shares trade ex entitlement to Monday, May 30
BidCorp distribution shares
Announcement of specified ratio in respect Tuesday, May 31
of apportionment of costs/base costs of
BidCorp for taxation/CGT purposes released
on the Stock Exchange News Service of the
JSE
Announcement of specified ratio in respect Wednesday, June 1
of apportionment of costs/base costs of
BidCorp for taxation/CGT purposes
published in the press
BidCorp shares unbundled to Bidvest Monday, June 6
Shareholders
Shareholder's account with Central Monday, June 6
Securities Depository Participant or
broker updated
Shares may not be dematerialised or rematerialised between
Monday, May 30 2016 and Friday, June 3 2016.
Johannesburg
May 16, 2016
Investment bank and transaction Legal advisers
sponsor
The Standard Bank of South Africa Edward Nathan Sonnenbergs Inc
Limited
Independent reporting accountants Transaction tax advisers
and auditors to Bidvest
Deloitte & Touche Cliffe Dekker Hofmeyr Inc
Reporting accountants and auditors
to BidCorp
KPMG Inc.
Date: 16/05/2016 04:47:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
