Sharenet Sites 
Sharenet Sites
CEL - Celcom - Court sanction of scheme of arrangement and update in regard to v cellular disposal, implementation of scheme of arrangement and delisting of Celcom CELCOM GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number 1998/021219/06) JSE code: CEL ISIN: ZAE000087490 (the "company" or "Celcom") COURT SANCTION OF SCHEME OF ARRANGEMENT AND UPDATE IN REGARD TO V CELLULAR DISPOSAL, IMPLEMENTATION OF SCHEME OF ARRANGEMENT AND DELISTING OF CELCOM Shareholders are referred to the "Results of Annual General Meeting and Scheme Meeting" announcement released on SENS on 7 April 2009 and in the press on 8 April 2009 and to the circular issued to Celcom shareholders on 11 March 2009 detailing the above transactions ("the circular"). Shareholders are advised that the South Gauteng High Court (Johannesburg) today sanctioned the scheme of arrangement. Implementation of the scheme remains conditional on: - the implementation of the V Cellular disposal, which in turn remains conditional on the proceeds of the purchaser`s funding becoming unconditionally available for drawdown; and - registration of the Order of Court sanctioning the scheme by the Companies and Intellectual Property Registration Office in terms of the Companies Act (Act 61 of 1973). It is anticipated that the remaining conditions will be fulfilled by Monday, 4 May 2009. In the circumstances, Celcom has extended the date for fulfilment of the conditions to which the scheme of arrangement is subject and the revised salient dates for implementation of the scheme are as follows (note 1): 2009
Expected last day to trade Celcom shares on the JSE in order for scheme participants to be eligible to receive the scheme consideration on Friday, 15 May (note 2) The listing of Celcom will be suspended at Monday, 18 May commencement of business on
Expected scheme consideration record date, being the date on which scheme members must be recorded in the register of members of Celcom in order to be scheme participants and so become entitled to Friday, 22 May receive the scheme consideration, at 17h00 on Expected operative date of the scheme, at the commencement of trading on the JSE on Monday, 25 May The scheme consideration expected to be transferred or posted (as the case may be) to certificated scheme participants whose documents of title are received by the transfer secretaries Monday, 25 May before 12h00 on Friday, 22 May 2009 on or about Or failing receipt of documents of title before 12h00 on Friday, 22 May 2009, within five business days of receipt thereof by the transfer secretaries The scheme consideration is expected to be Monday, 25 May credited to the accounts of dematerialised scheme participants held at their CSDP or broker and share balances updated on The listing of Celcom will terminate at Tuesday, 26 May commencement of business on Notes: 1. The abovementioned times and dates may be subject to change. Any such change will be published on SENS and in the press. 2. Shareholders may not dematerialise or rematerialise their existing ordinary shares after Friday, 15 May 2009. A further announcement regarding fulfilment of the remaining conditions will be released in due course 21 April 2009 Corporate advisor, legal advisor and designated advisor Java Capital (Proprietary) Limited Attorneys to the scheme Fluxmans Incorporated Date: 21/04/2009 16:32:01 Supplied by www.sharenet.co.za 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.
