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DLG - Dialogue Group Holdings Limited - Disposal of ContinuitySA (Proprietary)

Release Date: 01/02/2011 14:55
Code(s): DLG
Wrap Text

DLG - Dialogue Group Holdings Limited - Disposal of ContinuitySA (Proprietary) Limited ("ContinuitySA"): Results of general meeting and fulfilment of condition precedent Dialogue Group Holdings Limited (Incorporated in the Republic of South Africa) (Registration Number: 2005/039219/06) Share Code: DLG ISIN: ZAE000083820 ("Dialogue" or "the Company") DISPOSAL OF CONTINUITYSA (PROPRIETARY) LIMITED ("ContinuitySA"): RESULTS OF GENERAL MEETING AND FULFILMENT OF CONDITION PRECEDENT Shareholders are referred to the circular dated 7 January 2011 detailing the disposal by Dialogue of its interest in ContinuitySA to CoroCapital Limited and The Continuity Investment Trust for a total purchase consideration of R35 million ("the Disposal"), and the specific payment to Dialogue shareholders by way of a reduction in the Company`s share premium account in terms of section 90 of the Companies Act, No. 61 of 1973, as amended ("the Specific Payment") ("the Transactions"). At a general meeting of shareholders of Dialogue held on Monday, 31 January 2011, all the resolutions relating to the Transactions were passed unanimously by shareholders present and voting, in person or by proxy, at the general meeting. Shareholders are hereby advised that all the conditions precedent, including ContinuitySA declaring and making payment of a special dividend to its current registered shareholders in the amount of R4 million, have now been fulfilled, resulting in the Transactions becoming unconditional. The special resolution relating to the Disposal will be submitted to CIPRO for registration in due course. Shareholders are referred to the announcement released on SENS on 13 January regarding the salient dates in respect of the Specific Payment. Johannesburg 1 February 2011 Designated Advisor: PSG Capital (Proprietary) Limited Date: 01/02/2011 14:54:59 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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