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BRIMSTONE INVESTMENT CORPORATION LIMITED - Proposed disposal of Brimstone's 3.37% shareholding in Life Healthcare, posting of circular and notice of meeting

Release Date: 18/09/2020 07:05
Code(s): BRT BRN     PDF:  
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Proposed disposal of Brimstone's 3.37% shareholding in Life Healthcare, posting of circular and notice of meeting

Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
ISIN Number: ZAE000015277 Share Code: BRT
ISIN Number: ZAE000015285 Share Code: BRN
(“Brimstone” or the “Company”)

PROPOSED DISPOSAL OF BRIMSTONE’S 3.37% SHAREHOLDING IN LIFE HEALTHCARE GROUP HOLDINGS
LIMITED, POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING

1. Background

   Shareholders are referred to the announcement published by Brimstone on SENS on Monday, 31 August 2020
   regarding the proposed disposal of the Company’s 49 497 807 (3.37%) ordinary shares in Life Healthcare Group
   Holdings Limited (“Life Healthcare”) in six instalments, at a premium to the current share price, against settlement
   of a loan from Nedbank Group Limited in the amount of R1.348 billion (being capital plus accrued interest)
   (“Disposal”).

2. Posting of circular and notice of general meeting

   Shareholders are accordingly advised that a circular (“Circular”) will be posted today, Friday, 18 September 2020,
   relating to the Disposal. A general meeting of shareholders will be convened at 10:00 on Monday, 19 October 2020
   (“General Meeting”), for the purpose of considering and, if deemed fit, passing, with or without modification, the
   resolutions required to be approved by shareholders in order to authorise and implement the Disposal.

   As a result of the COVID-19 outbreak, and guidance from authorities regarding the need for social distancing, the
   General Meeting will be conducted entirely by electronic communication, as permitted in terms of the Companies
   Act, No. 71 of 2008 and the Company's Memorandum of Incorporation. Further details regarding the voting and
   electronic participation at the General Meeting are contained in the Circular.

3. Salient dates and times

                                                                                                2020
     Record date to determine which Brimstone shareholders are eligible         Friday, 11 September
     to receive the Circular
     Circular (together with the notice convening the General Meeting)          Friday, 18 September
     posted to Brimstone shareholders on
     Announcement relating to the issue of the Circular (together with the      Friday, 18 September
     notice convening the General Meeting) released on SENS on
     Announcement relating to the issue of the Circular (together with the     Monday, 21 September
     notice convening the General Meeting) published in the press on
     Last day to trade to be entitled to vote and participate in the General      Tuesday, 6 October
     Meeting
     Record date to be entitled to vote and participate in the General              Friday, 9 October
     Meeting
     Last day to lodge forms of proxy for the General Meeting with the          Thursday, 15 October
     Transfer Secretaries, for administration purposes, (by 10:00) on
     General Meeting to be conducted entirely by electronic                      Monday, 19 October
     communication at 10:00 on
     Results of the General Meeting to be released on SENS on                    Monday, 19 October

     Notes:
     1. These dates and times are subject to amendment. Any such amendment will be released on SENS.
     2. This Circular is available in English only. Copies may be obtained from Brimstone’s Registered Office 1st
        Floor, Slade House, Boundary Terraces, 1 Mariendahl Lane, Newlands, Cape Town, 7700, or by emailing the
        Company Secretary at tmoodley@brimstone.co.za, or on the Company’s website, www.brimstone.co.za, from
        the date of issue of the Circular until the date of the General Meeting.

Cape Town
18 September 2020

Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Independent Transaction Sponsor
Deloitte & Touche Sponsor Services Proprietary Limited

Date: 18-09-2020 07:05:00
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