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ACCELERATE PROPERTY FUND LTD - Waiver of Mandatory Offer

Release Date: 14/10/2015 17:29
Code(s): APF     PDF:  
Wrap Text
Waiver of Mandatory Offer

ACCELERATE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2005/015057/06)
Share code: APF ISIN: ZAE000185815
(Approved as a REIT by the JSE)
(“Accelerate” or “the Company”)



WAIVER OF MANDATORY OFFER



Accelerate shareholders (“Shareholders”) are referred to the announcement released on SENS on
Monday, 5 October 2015 which detailed the results of the general meeting of Shareholders held on
Monday, 5 October 2015 (“General Meeting”). The aforementioned announcement on SENS stated
that, inter alia, 100% of the votes of independent Shareholders, present in person or represented by
proxy at the General Meeting, were cast in favour of the waiver of the requirement for a mandatory
offer by the associated entities, being the Trustees for the time being of Michael Family Trust ("MFT")
and Fourways Precinct Proprietary Limited ("Fourways Precinct”) as defined in the circular to
Shareholders dated Friday, 4 September 2015 ("Circular"), in terms of regulation 86(4) of the
Companies Regulations, 2011 ("Regulations").


In accordance with the Takeover Regulation Panel's (“TRP”) guideline 2/2011 concerning waivers of
mandatory offers ("TRP Guideline"), application has subsequently been made to the TRP for an
exemption from the obligation of Fourways Precinct and MFT to make a mandatory offer to the
remaining Shareholders.


Shareholders were advised in the Circular that any Shareholder who wished to make representations
relating to the waiver had 15 business days from the date of posting of the Circular to make such
representations to the TRP. Any such representations would be taken into account before the TRP
would consider its ruling.


The TRP has granted the application and has ruled that (i) Fourways Precinct and MFT are exempted
from the obligation to make a mandatory offer at R6.53 per share in terms of section 123 of the
Companies Act, 71 of 2008, to the remaining Shareholders; and (ii) no representations were made by
any Shareholders in respect of the waiver.


In terms of the TRP Guideline, Shareholders are hereby informed that they may request the Takeover
Special Committee to review the TRP's ruling within five business days of this announcement.
Representations should be made in writing and delivered by hand, posted or faxed to:
If delivered    by   hand   or    If posted:                        If faxed:
courier:

The Executive Director            The Executive Director            The Executive Director
Takeover Regulation Panel         Takeover Regulation Panel         Takeover Regulation Panel
1st Floor, Building B             PO Box 91833                      +27 11 642 9284
Sunnyside Office Park             Auckland Park
32 Princess of Wales Terrace      2006
Parktown
2193

In order to be considered, the representations should reach the TRP by no later than the close of
business on Tuesday, 20 October 2015. After expiry of the aforesaid five business day period, the TRP
waiver proceedings shall be regarded as completed.




By order of the Board


14 October 2015



Joint corporate advisers and bookrunners
Investec Bank Limited and Rand Merchant Bank a division of FirstRand Bank Limited

Transaction sponsor
Investec Bank Limited

Legal adviser
Glyn Marais Incorporated

Date: 14/10/2015 05:29:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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