OPT - Optimum Coal Holdings Limited - Proposed delisting of Optimum from the

Release Date: 15/05/2012 15:27
Code(s): OPT
 
Wrap Text

OPT - Optimum Coal Holdings Limited - Proposed delisting of Optimum from the exchange operated by the JSE; adoption of a proposed new memorandum of incorporation for optimum, which will result in the conversion of Optimum from a public company to a private company; and extension of mandatory offer period Optimum Coal Holdings Limited (Registration No. 2006/007799/06) Share Code: OPT ISIN Code: ZAE000144663 ("Optimum" or the "Company") Piruto B.V. (incorporated in the Netherlands) (Registration No. 1610663) ("Glencore") Lexshell 849 Investments (Proprietary) Limited (Registration No. 2010/023373/07) ("Lexshell") PROPOSED DELISTING OF OPTIMUM FROM THE EXCHANGE OPERATED BY THE JSE; ADOPTION OF A PROPOSED NEW MEMORANDUM OF INCORPORATION FOR OPTIMUM, WHICH WILL RESULT IN THE CONVERSION OF OPTIMUM FROM A PUBLIC COMPANY TO A PRIVATE COMPANY; AND EXTENSION OF MANDATORY OFFER PERIOD 1. INTRODUCTION 1.1 Shareholders are referred to the salient dates announcement released on SENS and published in the press on 2 May 2012 in respect of the mandatory offer (such offer, "the Mandatory Offer") by a consortium ("the Consortium") comprising of Glencore and Lexshell, for the remaining shares in the issued share capital of Optimum for a cash consideration of R38 per Optimum share. In this announcement, shareholders were advised that the board of directors of Optimum ("the Board") and the Consortium had determined that, following the implementation of the Mandatory Offer, it would no longer be in the best interests of Optimum shareholders for the listing of the Optimum shares on the exchange operated by the JSE Limited ("the JSE") to be maintained for, inter alia, the following reasons: 1.1.1 the proportion of Optimum shares held by the Consortium, directly and indirectly, relative to the minority shareholders, and the likely trading liquidity of the Optimum shares on the exchange operated by the JSE; and 1.1.2 the limited number of Optimum shares that will be held by members of the public. 1.2 A delisting circular has, today, 15 May 2012, been dispatched to shareholders containing the rationale for, and details of, the proposed termination of the listing of the Optimum shares from the exchange operated by the JSE (such termination of listing, "the Delisting"), as well as the adoption of a proposed new memorandum of incorporation for Optimum ("the New MOI") in substitution for its existing memorandum of incorporation ("the Existing MOI"). 1.3 The circular contains a notice of general meeting of Optimum shareholders that will be convened for the purposes of consid
Email this JSE Sens Item to a Friend.

Share This Story