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ADW - African Dawn Capital Limited - Results of General Meeting/

Release Date: 21/09/2011 10:57
Code(s): ADW
Wrap Text

ADW - African Dawn Capital Limited - Results of General Meeting/ Finalisation announcement in respect of the rights offer by Afdawn AFRICAN DAWN CAPITAL LIMITED (Incorporated in the Republic of South Africa) (Registration number 1998/020520/06) JSE code: ADW ISIN: ZAE000060703 ("Afdawn" or "the company") -RESULTS OF GENERAL MEETING -FINALISATION ANNOUNCEMENT IN RESPECT OF THE RIGHTS OFFER BY AFDAWN Afdawn shareholders ("shareholders") are referred to the circular dated 19 August 2011("the circular") detailing: - a partially underwritten, renounceable rights offer of 250 000 000 ordinary Afdawn shares("shares") to Afdawn shareholders in a ratio of 112.145 Rights Offer Shares for every 100 Afdawn shares ("the rights offer") held at the close of business on the Record Date for the rights offer, at a subscription price of 10 cents per Afdawn share; - a general authority to issue shares for cash in terms of the Listings Requirements of the JSE Limited; - specific authority to issue shares for cash to Sandown Capital Proprietary Limited ("Sandown Capital"), PCI Fintrade Proprietary Limited ("PCI") and Imperial Crown 377 Proprietary Limited; - a R10 million convertible bond to be issued by Elite Group Proprietary Limited to Sandown Capital; and - a R1,7 million convertible bond to be issued by Afdawn to PCI, a related party. At a general meeting of Afdawn shareholders held today, 21 September 2011 all the ordinary resolutions relating to the aforementioned, other than ordinary resolution 6, were passed by the requisite majority of shareholders present and voting, in person or by proxy. Ordinary resolution 6 relating to a general authority to issue shares for cash, and sell treasury shares, for cash was withdrawn by the board of directors prior to the general meeting. Shareholders are therefore advised that all conditions precedent to the rights offer have been fulfilled, therefore the rights offer will proceed as per the timetable given below and in the circular dated 19 August 2011. The printed Form of Instruction will be posted to certificated shareholders on Monday, 10 October 2011. FINALISATION ANNOUCEMENT IN RESPECT OF THE RIGHTS OFFER BY AFDAWN Shareholders are referred to the announcements released on SENS on 14 June 2011, 5 August 2011, 19 August 2011 and the circular dated 19 August 2011 regarding, inter alia, the rights offer. The shares issued in terms of the rights offer, will rank pari passu in all respects with the existing issued Afdawn shares. IMPORTANT DATES AND TIMES Important dates and times relating to the rights offer are set out below: Rights offer finalisation announcement published on Wednesday, 21 September SENS Last day to trade in Afdawn shares in order to Friday, 30 September participate in the rights offer (cum entitlement) by 17:00 on Afdawn Shares commence trading ex-entitlement at Monday, 3 October 09:00 on Listing of and trading in the Letters of Allocation Monday, 3 October on the JSE under the JSE code ADWN and ISIN: ZAE000159182 commences at 09:00 on Record Date for purposes of determining shareholders Friday, 7 October entitled to participate in the rights offer at the close of business Rights offer opens at 09:00 on Monday, 10 October Letters of Allocation credited to an electronic Monday, 10 October account held at the transfer secretaries in respect of holders of certificated Afdawn shares CSDP or broker accounts credited with entitlements in Monday, 10 October respect of holders of dematerialised Afdawn shares Last day for trading Letters of Allocation on the JSE Friday, 21 October Maximum Listing of rights offer shares and trading Monday, 24 October therein on the JSE commences at 09:00 on Rights offer closes at 12:00 on Friday, 28 October Record date for letters of allocation (final record Friday, 28 October date) on Payment to be made and Form of Instruction to be Friday, 28 October lodged with the transfer secretaries by holders of certificated Afdawn shares by 12:00 noon Rights offer Shares issued on or about Monday, 31 October CSDP or broker accounts in respect of holders of Monday, 31 October Dematerialised Shares debited with the payment due and updated with rights offer Shares and share certificates posted to Certificated Shareholders by registered post on or about Results of the rights offer announced on SENS Monday, 31 October Payment in terms of the allocation notice to be Wednesday, 2 November received by the underwriters Rights offer shares not subscribed for allotted and Wednesday, 2 November issued to the underwriters on or about Share certificates may not be dematerialised or rematerialised between Monday, 3 October 2011 and Friday, 7 October 2011, both days inclusive. Johannesburg 21 September 2011 Designated and Corporate Advisor Sasfin Capital (A division of Sasfin Bank Limited) Date: 21/09/2011 10:57:56 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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