WILDERNESS HOLDINGS LIMITED - Results of the General Meeting of Wilderness Shareholders

Results of the General Meeting of Wilderness Shareholders

WILDERNESS HOLDINGS LIMITED
(Registration number 2004/2986)
(Registered as an external company in South Africa
Registration number 2009/022894/10)
ISIN: BW0000000868
Share code: WIL
(“Wilderness” or “the Company”)




RESULTS OF THE GENERAL MEETING OF WILDERNESS SHAREHOLDERS


1.   INTRODUCTION

     Shareholders of Wilderness (“Shareholders”) are referred to the circular (“Offer Circular”) to
     Shareholders in respect of the offer (“Offer”) by African Wildlife Holdings Partnership (“AWH”) to
     acquire all of the issued ordinary shares in Wilderness (“Shares”) other than those Shares held by AWH,
     Mr Keith Vincent (AWH’s concert party) and The Rise Fund, invested through its affiliate being Wild
     Holdco Limited, at a price of BWP 6.25 per Share; and (ii) delist the Company from the Main Board of
     the BSE and the Main Board of the JSE (“Delisting”).

     Capitalised terms used and not separately defined in this announcement bear the same meaning as
     the capitalised and defined terms used in the Offer Circular.

2.   RESULTS OF THE GENERAL MEETING

     Shareholders are advised that at the general meeting of the Shareholders held on 10 May 2019
     (“General Meeting”), convened in terms of the notice of the General Meeting contained in the Offer
     Circular, the company received votes in person or by proxy representing 83.71% (199 373 593 out of
     238 176 580 total issued share capital) and the resolution to approve the Delisting (“Delisting
     Resolution”), was passed by the requisite majorities of Shareholders as follows:


     RESOLVED THAT, in terms of section 14.1 of the BSE Listings Requirements and section 1.15 (a) of the
     JSE Listings Requirements and subject to the Offer being made and implemented, the listing of all the
     Shares on the Main Board of the BSE and the Main Board of the JSE be suspended and terminated at
     such times and such dates as will be approved by the BSE, the JSE and the Company:

       Percentage of voting rights required to approved the Delisting
       Resolution                                                                For           Against

       For purposes of the BSE Listings Requirements, at least 75% of the
       total number of voting rights exercised at the General Meeting
       by Shareholders present and voting, either in person or by proxy,       94.45%           5.55%
       with the voting rights of all such Shareholders taken into
       account:

       For purposes of the JSE Listings Requirements, more than 50% of
       the total number of voting rights exercised at the General
       Meeting by Shareholders present and voting, either in person or
                                                                               91.43%           8.57%
       by proxy, with the voting rights of all such Shareholders, other
       than AWH and Mr Keith Vincent, taken into account:


     Based on the above, the Delisting Resolution was duly passed by the requisite majority of Shareholders
     present in person or represented by proxy at the General Meeting.

3.     SALIENT DATES AND TIMES
       Shareholders are advised that the salient dates and times relating to the Offer and Delisting are set out
       in the Offer Circular and were published on X-News and SENS on 8 April 2019. Any material amendments
       to those dates and times will be announced on X-News and SENS and published in the Botswana and
       South African press.



Gaborone
13 May 2019

Legal Advisers to Wilderness and AWH                                                     Independent Expert
Desai Law Group                                                                       BDO Corporate Finance
Bowmans

Botswana Sponsoring Brokers to Wilderness                                 South African Sponsor to Wilderness
Motswedi Securities                                                                    Arbor Capital Sponsors

Date: 13/05/2019 04:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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