ADCORP HOLDINGS LIMITED - Posting of Circular and Notice of General Meeting

Posting of Circular and Notice of General Meeting

ADCORP HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1974/001804/06)
Share code: ADR ISIN: ZAE000000139
(“Adcorp” or “the Company”)


POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING

1. INTRODUCTION

  Adcorp shareholders ("Shareholders") are referred to the announcement released by Adcorp on SENS on
  25 March 2013 and published in the press on 26 March 2013 regarding the implementation by Adcorp of a
  new ten year broad based black economic empowerment (“BBBEE”) transaction and the unwinding of its
  2007 BBBEE transaction (“Proposed Transaction”).

  Shareholders are hereby advised that a circular (“Circular”) containing, inter alia, details of the Proposed
  Transaction, a notice of general meeting of the Shareholders (“General Meeting”) and a form of proxy has
  been posted to Shareholders today. Shareholders are advised that the Proposed Transaction is subject to
  the fulfilment of certain conditions precedent detailed in the Circular, and are advised to review the Circular
  for a summary of the key terms and conditions of the Proposed Transaction.

2. NOTICE OF SHAREHOLDERS MEETING

  The General Meeting will be held at the Adcorp Head Office, Nicolway Bryanston, Cnr William Nicol and
  Wedgewood Link, Bryanston, 2021 on Monday, 20 May 2013 at 10:00 to consider and, if deemed fit,
  approve the resolutions necessary to implement the Proposed Transaction.

3. IMPORTANT DATES AND TIMES

   The important dates and times relating to the Proposed Transaction are set out below.

   Record date to receive Circular and notice of General Meeting                       Friday, 12 April 2013

   Circular and notice of General Meeting posted to Shareholders on                    Thursday, 18 April 2013

   Last day to trade in Adcorp shares in order to be recorded in
   Adcorp’s securities register to participate in and vote at the General              Friday, 3 May 2013
   Meeting

   Record date to be entitled to attend, participate in and vote at the
                                                                                       Friday, 10 May 2013
   General Meeting by close of trading on

   Proxy forms for the General Meeting to be received by 10:00 on                      Friday, 17 May 2013

   General Meeting held at 10:00 on                                                    Monday, 20 May 2013

   Results of the General Meeting released on SENS on                                  Monday, 20 May 2013

   Results of the General Meeting published in the South African
                                                                                       Tuesday, 21 May 2013
   press on
    Notes:

    a) All dates and times may be changed by Adcorp and/or may be subject to certain regulatory approvals
       being obtained. Any change will be published on SENS and in the South African press.

    b) Shareholders should note that, as transactions in Adcorp shares are settled in the electronic settlement
       system used by Strate, settlement of trades takes place 5 business days after such trade. Therefore,
       Shareholders who acquire shares after Friday, 3 May 2013 will not be eligible to participate in and vote
       at the General Meeting.

    c) All times given in this Circular are local times in South Africa.

    d) If the General Meeting is adjourned or postponed, forms of proxy submitted for the initial General
       Meeting will remain valid in respect of any adjournment or postponement of the General Meeting.



Bryanston
18 April 2013

Investment Bank and Transaction Sponsor to Adcorp
Investec Corporate Finance

Sponsor
Deloitte & Touche Sponsor Services Proprietary Limited

Corporate Legal Advisor
Webber Wentzel

Tax Advisor
DLA Cliffe Dekker Hofmeyr

Reporting Accountants
Deloitte & Touche

Independent Expert
Grant Thornton Advisory Services Proprietary Limited

Date: 18/04/2013 01:35:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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