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PSG /PSG Group/ABSA Group - RESULTS OF SCHEME AND OTHER MEETINGS

Release Date: 10/03/2003 15:44
Code(s): ASA PSG PGH
Wrap Text

PSG /PSG Group/ABSA Group - RESULTS OF SCHEME AND OTHER MEETINGS PSG INVESTMENT BANK PSG GROUP LIMITED Absa Group Limited HOLDINGS LIMITED (Incorporated in the (Incorporated in the (Incorporated in the Republic of South Republic of South Republic of South Africa) Africa) Africa) (Registration number: (Registration number: (Registration number: 1998/017358/06) 1970/008484/06 1986/003934/06) Share code: PGH ISIN: Share code: PSG JSE code: ASA Issuer ZAE000018818 ISIN: ZAE000013017) code: AMAGB ("PSGBH") ("PSG Group") ISIN: ZAE 000013389 ("Absa")
RESULTS OF SCHEME AND OTHER MEETINGS 1. Results of scheme meeting Further to the announcement dated 14 February 2003, PSGBH shareholders are advised that at the scheme meeting held on Monday, 10 March 2003, a majority in number representing 99.74% of the votes exercisable by PSGBH shareholders present and voting at the scheme meeting in person or by proxy, approved, without modification, the scheme of arrangement in terms of section 311 of the Companies Act, 1973 (Act 61 of 1973), as amended ("the scheme"), proposed by Absa Group Limited ("Absa") between PSGBH and its shareholders. 2. Results of other meetings At the general meetings of shareholders of PSGBH and PSG Group, all ordinary resolutions proposed (relating to the disposal by PSG Group of its 56,5% interest in PSGBH to Absa pursuant to the scheme, the disposal of certain assets and liabilities by PSBH to PSG Group and cash distributions to PSGBH and PSG Group shareholders) were passed by the requisite majorities. 3. Application to Court Application will be made to the High Court of South Africa (Witwatersrand Local Division) ("the Court") to sanction the scheme on Tuesday, 18 March 2003 at 10:00 or as soon thereafter as Counsel may be heard. If the scheme is sanctioned by the Court, the only remaining condition precedent to which the scheme will be subject, will be the registration of the Order of Court sanctioning the scheme by the Registrar of Companies. 4. Further announcement A further announcement regarding the outcome of the application to the Court and details of the surrender procedures for existing PSGBH documents of title will be made at the appropriate times. The salient dates and times, announced on 14 February 2003, remain unchanged. Johannesburg 10 March 2003 Lead sponsor to PSG Independent advisor Merchant Bank and Group and PSGBH to PSGBH joint sponsor to Absa PricewaterhouseCoop Rand Merchant Bank Absa Corporate and ers Corporate Finance Merchant Bank Corporate Finance Corporate Finance (Pty) Ltd Joint sponsor and Reporting Lead sponsor to corporate adviser accountants Absa to PSG Group and PSGBH PricewaterhouseCoop Merrill Lynch South ers Inc Africa (Pty) Ltd
PSG Capital Limited Chartered Accountants (SA) Attorneys to PSG Attorneys to PSGBH Attorneys to Absa Group and the scheme Jan S. de Fluxmans Attorneys Cliffe Dekker Inc. Villiers Attorneys

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