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PSG/PSL - SALIENT DATES FOR THE SCHEME OF ARRANGEMENT PROPOSED BY PSG

Release Date: 02/07/1999 09:35
Code(s): PSG PSL
Wrap Text
PSG GROUP LIMITED
("PSG)
PSG FINANCIAL SERVICES LIMITED
("PSL")

PSG GROUP LIMITED INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA REGISTRATION NUMBER 70/08484/06
PSG FINANCIAL SERVICES LIMITED FORMERLY SERVGRO INTERNATIONAL LIMITED
INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA REGISTRATION NUMBER 03/00478/06 SALIENT DATES FOR THE SCHEME OF ARRANGEMENT PROPOSED BY PSG GROUP LIMITED BETWEEN PSL, PSL MEMBERS AND SERVGRO MEMBERS
PSG INVESTMENT BANK LIMITED IS AUTHORISED TO ANNOUNCE THAT, FURTHER TO THE PRESS ANNOUNCEMENT OF 5 MAY 1999 WHICH INDICATED THAT A SCHEME OF ARRANGEMENT ("THE SCHEME") WILL BE PROPOSED BY PSG GROUP LIMITED, BETWEEN PSL, PSL MEMBERS AND SERVGRO MEMBERS ("SCHEME PARTICIPANTS"), THE SALIENT DATES FOR THE SCHEME HAVE BEEN FINALISED.
IN SUMMARY, THE SCHEME CONSIDERATION THAT PSL MEMBERS WILL RECEIVE IS 23,3217 PSG SHARES FOR EVERY 100 PSL SHARES HELD, THE SCHEME CONSIDERATION THAT SERVGRO MEMBERS WILL RECEIVE IS A CASH DIVIDEND OR, IF SO ELECTED, 23,3217 PSG SHARES FOR EVERY 100 PSL SHARES HELD.
IN ORDER TO IMPLEMENT THE SCHEME, IT IS NECESSARY THAT SCHEME MEETINGS BE CONVENED AND HELD.
THE FOLLOWING ARE THE SALIENT DATES FOR THE SCHEME MEETINGS AND THE SCHEME (SEE NOTE (I)):
1999
DOCUMENTS RELATING TO THE SCHEME POSTED ON FRIDAY, 2 JULY CLOSING DATE FOR RECEIPT OF PROXIES FOR SCHEME MEETING OF PSL MEMBERS, BY 09:00
(SEE NOTE (II)) FRIDAY, 16 JULY CLOSING DATE FOR RECEIPT OF PROXIES FOR SCHEME MEETING OF SERVGRO MEMBERS,
BY 09:30 ON FRIDAY, 16 JULY SCHEME MEETINGS HELD AT 09:00 AND 09:30 ON MONDAY, 19 JULY APPLICATION TO COURT TO SANCTION
THE SCHEME WEDNESDAY, 28 JULY RECORD DATE OF THE SCHEME FRIDAY, 30 JULY SERVGRO MEMBERS' ELECTION DATE FRIDAY, 30 JULY LISTING OF PSL ORDINARY SHARES ON THE JOHANNESBURG STOCK EXCHANGE ("THE JSE") AND ON THE NAMIBIAN STOCK EXCHANGE ("THE NSX") TERMINATE
AT CLOSE OF BUSINESS ON (SEE NOTE (III)) FRIDAY, 30 JULY OPERATIVE DATE OF THE SCHEME MONDAY, 2 AUGUST CERTIFICATES IN RESPECT OF PSG ORDINARY SHARES POSTED TO SCHEME PARTICIPANTS (IF RELEVANT DOCUMENTS OF TITLE HAVE
ALREADY BEEN SURRENDERED) FROM MONDAY, 2 AUGUST CHEQUES IN RESPECT OF FRACTIONAL ENTITLEMENTS TO PSL MEMBERS' CONSIDERATION SHARES POSTED TO PSL MEMBERS (IF DOCUMENTS OF TITLE HAVE BEEN RECEIVED PRIOR TO THE OPERATIVE DATE OR, FAILING THAT, WITHIN SEVEN BUSINESS DAYS OF RECEIPT THEREOF BY THE
TRANSFER SECRETARIES) FROM MONDAY, 2 AUGUST ANTICIPATED LISTING OF THE PSL MEMBERS'
CONSIDERATION SHARES COMMENCES ON THE JSE MONDAY, 2 AUGUST NOTES
(I) THE ABOVE DATES ARE SUBJECT TO AMENDMENT. ANY AMENDMENT WILL BE PUBLISHED IN THE PRESS.
(II) IF A PROXY FORM FOR THE SCHEME MEETING IS NOT RECEIVED BY FRIDAY, 16 JULY 1999, IT MAY BE HANDED TO THE CHAIRMAN OF THE RELEVANT SCHEME MEETING BY NOT LATER THAN TEN MINUTES BEFORE THE COMMENCEMENT OF THE MEETING, I.E. BY 08:50 FOR THE PSL MEMBERS' MEETING AND 09:20 FOR THE SERVGRO MEMBERS' MEETING. (III) TRANSACTING IN PSL ORDINARY SHARES ON THE JSE AND THE NSX IN THE WEEK ENDING 30 JULY 1999 WILL BE FOR IMMEDIATE SETTLEMENT.
A FURTHER ANNOUNCEMENT WILL BE PUBLISHED ON OR ABOUT 30 JULY 1999, REPORTING ON THE OUTCOME OF THE SCHEME MEETINGS.
ALL DOCUMENTATION RELATING TO THE SCHEME WILL BE DESPATCHED TO SCHEME PARTICIPANTS TODAY. JOHANNESBURG 30 JUNE 1999 INVESTMENT BANK PSG INVESTMENT BANK SPONSORING BROKERS IN SOUTH AFRICA PSG SECURITIES LIMITED
WARBURG DILLON READ SECURITIES (SOUTH AFRICA) (PTY) LIMITED ATTORNEYS HOFMEYR HERBSTEIN GIHWALA CLUVER & WALKER INC SPONSORING BROKERS IN NAMIBIA BRIAN VAN RENSBURG TRADING AS ABN-AMRO SECURITIES (NAMIBIA) (PROPRIETARY) LIMITED (MEMBER OF THE NAMIBIAN STOCK EXCHANGE) SANDY KENNEDY TEL: +27 11 726 6325 EXT 202 FAX: +27 11 482 1818

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