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VOX - Vox Telecom Limited - Finalisation announcement and change of salient

Release Date: 28/10/2011 16:13
Code(s): VOX
Wrap Text

VOX - Vox Telecom Limited - Finalisation announcement and change of salient dates VOX TELECOM LIMITED (Incorporated in the Republic of South Africa) (Registration Number: 1998/016433/06) JSE Code: VOX ISIN Code: ZAE 000097234 ("Vox" or "the Company") FINALISATION ANNOUNCEMENT AND CHANGE OF SALIENT DATES Shareholders are referred to the announcement published on SENS on 12 October 2011 and in the press on 13 October 2011, regarding the approval at the shareholders` meeting, by the requisite majority of shareholders present and voting in person or by proxy, of the scheme of arrangement proposed by the board of Vox between Vox and its shareholders ("the Scheme"). Shareholders are hereby advised that all conditions precedent to the Scheme, as detailed in the circular issued to Vox shareholders on 9 September 2011 ("the Circular") have been fulfilled and accordingly the Scheme is now unconditional. In terms of the Scheme, each Vox shareholder is entitled to elect to receive: - a cash consideration of 45 cents for every Vox share held ("the Cash Consideration"); or - one BidCo share for every 10 Vox shares (the "Consideration Shares"); or - a combination of the above, ("the Scheme Consideration") on the basis that in the absence of an election by 12:00 on the scheme consideration record date, a Vox shareholder will be deemed to have elected to receive the Cash Consideration for every Vox share held. The salient dates and times relating to the implementation of the Scheme are as follows (note that these have changed from those set out in the Circular): Last day to trade to participate in Scheme Friday, 4 November Consideration on Suspension of listing of Vox shares at commencement of Monday, 7 November trading on Scheme consideration record date, being the date on Friday, 11 November which scheme participants must be recorded in the register to receive the Scheme Consideration, by close of trading on Last date on which the scheme participants can make an Friday, 11 November election in respect of the Scheme Consideration by 12:00 on The operative date of the Scheme on Monday, 14 November Scheme Consideration to be paid/posted to certificated Monday, 14 November scheme participants (if documents of title are received on or prior to 12:00 on the Scheme Consideration record date) on or about Dematerialised scheme participants expected to have Monday, 14 November their accounts (held at their CSDP or broker) updated or the Consideration Shares posted to them on or about Termination of listing of Vox shares at the Tuesday, 15 November commencement of trading on Notes: a) All times given in this document are local times in South Africa. b) Dematerialised shareholders, other than those with "own-name" registration, must provide their CSDP or Broker with their instructions for election regarding the Scheme Consideration by the cut-off time and date stipulated by their CSDP or Broker in terms of their respective custody agreements. To the extent that your CSDP or Broker does not make an election timeously, you shall be deemed to have elected to receive the Cash Consideration. c) No dematerialisation or re-materialisation of shares may take place from the business day following the scheme participants last day to trade. Johannesburg 28 October 2011 Corporate advisor and Designated Advisor to Vox Grindrod Bank Independent expert to Vox KPMG Legal and tax advisor to Vox Webber Wentzel Corporate advisor to the Consortium and BidCo Investec Corporate Finance Legal advisor to the Consortium and BidCo Cliffe Dekker Hofmeyr Auditors and Reporting Accountants to Vox and BidCo Deloitte & Touche Communications advisor to the Consortium Brunswick Date: 28/10/2011 16:13:28 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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