OneLogix Group Limited
(Formerly Venmil Limited)
(Registration number 1998/004519/06)
("OneLogix Group")
OneLogix Group Limited
(Formerly Venmil Limited)
(Registration number 1998/004519/06)
("OneLogix Group")
Results of General Meeting and Details of the Pro Rata Offer
Introduction
On 11 April 2001 Corpcapital Corporate Finance announced that OneLogix Group
and its subsidiary, OneLogix (Proprietary) Limited ("OneLogix"), intended to
make specific offers to repurchase OneLogix Group ordinary shares ("shares")
on a pro rata basis (the "pro rata offer"), subject to the approval of
shareholders in terms of section 85 to section 89 of the Companies Act, 1973
(Act 61 of 1973), as amended, and the Listings Requirements of the JSE
Securities Exchange South Africa ("JSE"). A circular was subsequently
dispatched to shareholders on 4 May 2001.
Terms of the pro rata offer
OneLogix Group and OneLogix have proposed to acquire from shareholders, pro
rata to their shareholding, up to 67 500 000 shares, comprising 34,65% of
the OneLogix Group issued share capital. In terms of the JSE Listings
Requirements, shareholders may elect to tender additional shares in excess
of the pro rata offer ("excess pro rata offer"). Shares so tendered may be
acquired if and to the extent that the directors so resolve.
It was proposed that:
* OneLogix will purchase from shareholders all shares tendered up to a
maximum of 10% of the issued shares, being 19 481 215 shares, which will be
held by OneLogix as treasury stock;
* OneLogix Group will then purchase from shareholders and cancel all shares
tendered in excess of 19 481 215, shares up to 67 500 000 shares;
* the price payable to shareholders in terms of the pro rata offer and
excess pro rata offer will be 80 cents per share payable in cash. The cost
to OneLogix Group and OneLogix will be R54,0 million, if 67 500 000 shares
are repurchased.
Results of the general meeting
At the general meeting of shareholders held on Monday, 28 May 2001 the
special and ordinary resolutions authorising the pro rata offer and the
excess pro rata offer were unanimously passed.
Salient dates relating to the implementation of the repurchase
2001
Pro rata offer and excess pro rata offer open at 10:00 on Thursday, 31
May
Cheques posted or electronically transferred to shareholders
within seven days of receipt of documents of title,
beginning with documents of title received at
Friday, 1 June 2001, from
Wednesday, 6 June
Pro rata offer and excess pro rata offer close at 10:00 on Wednesday, 20
June
Cheques posted or electronically transferred to shareholders,
if documents of title are received on or prior to
Wednesday, 20 June 2001, by
Wednesday, 27 June
Note: The dates and times above are subject to amendment. Any amendment
will be published in the press and on the Stock Exchange News Service.
Rosebank
30 May 2001
Corporate advisor and sponsor
Corpcapital Corporate Finance