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Unitrans / Steinhoff - Salient Dates Regarding The Mandatory Offer

Release Date: 25/02/2005 16:50
Code(s): UTR SHF
Wrap Text

Unitrans / Steinhoff - Salient Dates Regarding The Mandatory Offer UNITRANS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1967/003403/06) Share code: UTR ISIN: ZAE000007670 ("Unitrans") STEINHOFF INTERNATIONAL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1998/003951/06) Share code: SHF ISIN: ZAE000016176 ("Steinhoff") SALIENT DATES REGARDING THE MANDATORY OFFER BY STEINHOFF TO THE MINORITY SHAREHOLDERS OF UNITRANS TO ACQUIRE ALL OR ANY OF THEIR UNITRANS SHARES 1. INTRODUCTION In an announcement published on SENS on 13 January 2005 and in the press on 14 January 2005, shareholders of Steinhoff and Unitrans were informed that: - pursuant to the Competition Authorities having approved the acquisition by Steinhoff of 34 216 680 Unitrans shares from Murray & Roberts Holdings Limited, Steinhoff"s shareholding in Unitrans had increased to 60,8% of Unitrans" issued share capital; and - accordingly, Steinhoff is obliged, in terms of the Securities Regulation Code on Take-Overs and Mergers, to make an offer to Unitrans shareholders (other than Steinhoff Africa Holdings (Proprietary) Limited) to acquire their Unitrans shares for a cash consideration of 2 632 cents per Unitrans share ("the offer"). 2. SALIENT DATES The salient dates regarding the offer are set out below: 2005
Circular to Unitrans shareholders posted to Unitrans shareholders Friday, 25 February Offer opens at 09:00 Friday, 25 February Last day to trade Unitrans shares to qualify to participate in the offer Friday, 11 March Unitrans shares trade ex-offer Monday, 14 March Record date to participate in the offer Friday, 18 March Offer closes at 12:00 on (see note 3) Friday, 18 March Payment of offer consideration to dematerialised and certificated shareholders (see note 5) Tuesday, 22 March Results of offer published on SENS on: Tuesday, 22 March in the press on: Wednesday, 23 March Notes: 1. The above dates and descriptions are as required by the Listings Requirements of the JSE Securities Exchange South Africa. Any changes to the above dates and times will be published on SENS and in the press. Steinhoff has reserved the right to amend or waive various time limits. All times given in this circular are local times in South Africa. 2. The Securities Regulation Code on Take-Overs and Mergers requires that the offer remains open for at least 21 days. 3. Shareholders who have dematerialised their Unitrans shares are required to notify their CSDP or broker, as the case may be, of their intention to accept the offer in the manner and time stipulated in the agreement entered into between such shareholders and their CSDP or broker. 4. Certificated Unitrans shareholders wishing to accept the offer are required to complete the form of acceptance, surrender and transfer attached to the circular in accordance with the instructions therein and return same to the transfer secretaries to be received by no later than 12:00 on Friday, 18 March 2005. 5. The Unitrans share register will be amended and the offer consideration will be posted or transferred, at the risk of the Unitrans shareholder concerned, within five business days of the receipt of the form of acceptance, surrender and transfer (duly and properly completed) and the documents of title by the transfer secretaries (in respect of certificated Unitrans shareholders) and receipt by the transfer secretaries of advice of acceptance from STRATE (in respect of dematerialised Unitrans shareholders). 6. No dematerialisation or rematerialisation of Unitrans shares may take place between Monday, 14 March 2005 and Friday, 18 March 2005, both dates inclusive. 3. CIRCULAR TO UNITRANS SHAREHOLDERS A circular to Unitrans shareholders containing full details and the procedures for acceptance of the offer was posted to Unitrans" shareholders on 25 February 2005. Johannesburg 25 February 2005 Sponsor and corporate adviser to Steinhoff and sponsor to Unitrans PSG CAPITAL Independent adviser to Unitrans ANDISA Date: 25/02/2005 04:50:14 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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