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Redefine / Spearhead - The Redefine and Spearhead transaction

Release Date: 27/10/2006 14:17
Code(s): SPE RDF
Wrap Text

Redefine / Spearhead - The Redefine and Spearhead transaction Redefine Income Fund Limited (Registration No. 1999/018591/06) Share Code: RDF & ISIN Code: ZAE000023503 ("Redefine") Spearhead Property Holdings Limited (Registration No. 1996/005827/06) Share Code: SPE & ISIN Code: ZAE000019162 ("Spearhead") THE REDEFINE AND SPEARHEAD TRANSACTION All of the resolutions proposed in relation to the implementation of the acquisition by Redefine of 100% of the linked units in Spearhead Property Holdings Limited pursuant to a scheme of arrangement in terms of section 311 of the Companies Act (Act 61 of 1973, as amended) ("the scheme") were unanimously approved by both Redefine shareholders and debenture holders at the general meetings held on Friday, 27 October 2006. The acquisition and the scheme remain subject to the following conditions precedent: * the approval by the Competition Authorities of the acquisition; * the scheme being sanctioned by the High Court of South Africa (Cape of Good Hope Provincial Division) ("the return date"); and * a certified copy of the Order of Court sanctioning the scheme being registered by the Registrar in terms of the Companies Act. Redefine and Spearhead linked unitholders are advised that the Competition Commission has recommended to the Competition Tribunal that the acquisition be approved unconditionally. It is expected that the matter will be heard by the Competition Tribunal within the next two weeks. As announced on SENS on 24 October 2006 and in the press on 25 October 2006, because approval from the Competition Authorities was not obtained on or before 26 October 2006, the return date will be extended and all dates from 31 October 2006 onwards will change from those that were set out in the salient dates for the implementation of the scheme as published on SENS on 10 October 2006 and in the press on 11 October 2006. Further announcements regarding the revised salient dates and the date on which the scheme will be implemented will be published on SENS and in the press in due course. Rosebank 27 October 2006 Corporate advisor, legal advisor and sponsor to Redefine Java Capital (Proprietary) Limited Corporate advisor and sponsor to Spearhead Bridge Capital Advisors (Proprietary) Limited Legal advisor to Spearhead and attorneys to the scheme Hofmeyr Herbstein & Gihwala Inc. Legal advisor to Spearhead Werksmans Inc. Spearhead"s auditors and independent advisor PKF (Newlands) Inc. Date: 27/10/2006 02:17:19 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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