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IMPERIAL LOGISTICS LIMITED - Results of General Meeting

Release Date: 18/06/2020 14:53
Code(s): IPL     PDF:  
Wrap Text
Results of General Meeting

Imperial Logistics Limited
(Incorporated in the Republic of South Africa)
Registration number: 1946/021048/06
Share code: IPL
ISIN: ZAE000067211
(“Imperial”)

Results of General Meeting

Imperial shareholders (‘Shareholders’) are referred to the announcement released on SENS
on Monday, 4 May 2020, in which they were advised, among other things, that Imperial
Logistics International B.V. & Co. KG, a wholly owned subsidiary of Imperial, had entered into
an agreement with Häfen und Güterverkehr Köln AG, Cologne, Germany (‘Purchaser’) for the
sale of its interest in its European shipping business to the Purchaser. Shareholders are also
referred to the Circular published and distributed on Tuesday, 19 May 2020, containing details
of the above matters and incorporating details of the General Meeting of Shareholders for
purposes of approving (with or without modification) the relevant resolutions to be proposed
thereat.

Capitalised terms used in this announcement that are not otherwise defined, bear the
meanings ascribed to them in the Circular.

Shareholders are advised that at the General Meeting of Shareholders held today, Thursday,
18 June 2020, held entirely by electronic communication, all the resolutions required to be
passed in order to approve the Transaction were passed with overwhelming support from the
Shareholders.

The details of voting results for the proposed resolutions were as follows:

Total number of Imperial Shares entitled to vote is 199 518 029, net of treasury shares.
Total number of Imperial Shares that were represented at the General Meeting: 175 424 036,
representing 87.92% of total number of Imperial Shares that could have been voted at the
General Meeting.



 Resolutions         For           Against       Abstained,     in Imperial
                                                 relation to total Shares voted
                                                 shares in issue

 Ordinary
 Resolution
 Number       1:
 Approval of the
 Transaction
 Number        of 175,339,076 1,766              83,194              175,340,842
 shares
 Percentage       99.999%     0.001%             0.04%               87.88%


 Ordinary
 Resolution
 Number         2:
 Authority
 granted       to
 Directors
 Number         of 175,339,076 1,766            83,194              175,340,842
 shares
 Percentage         99.999%        0.001%       0.04%               87.88%


Notwithstanding the approval by Shareholders, the Transaction remains subject to certain
conditions being fulfilled, namely –

   .   the applicable competition regulatory body to clear or approve the Transaction; and
   .   approval of the Transaction by the Council of Stadt Köln (Rat der Stadt Köln), district
       government (Bezirksregierung) and County Council of Rhein-Erft-Kreis (Kreistag).

Shareholders will in due course be informed on the fulfillment of the remaining conditions.

Bedfordview

18 June 2020

South African Legal Advisors to Imperial: Bowman Gilfillan Incorporated

Transaction Sponsor to Imperial: Deloitte & Touche Sponsor Services Proprietary Limited

Date: 18-06-2020 02:53:00
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