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QPG - Quantum Property Group Limited - Business rescue application and renewal

Release Date: 13/06/2012 17:49
Code(s): QPG
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QPG - Quantum Property Group Limited - Business rescue application and renewal of cautionary QUANTUM PROPERTY GROUP LIMITED Incorporated in the Republic of South Africa (Registration number 1984/002788/06) Share code: QPG ISIN:ZAE000125647 ("QPG" or "the Company") BUSINESS RESCUE APPLICATION AND RENEWAL OF CAUTIONARY 1 Background to the business rescue application and resolution to begin business rescue proceedings The board of directors of QPG ("the Board") is of the view that its wholly- owned subsidiary, A Million Up Investments 105 Proprietary Limited ("AMU"), is currently financially distressed, as contemplated in Chapter 6 of the Companies Act, 71 of 2008, as amended ("the Companies Act"). The decision taken by the board of directors of AMU to place AMU under business rescue is as a consequence of the required payment to Absa Bank Limited ("ABSA") in the amount of R581 420 062.04. Such amount has been called up by ABSA in terms of a development bond provided by ABSA to AMU, which development bond was registered during July 2006, and which AMU is currently not in a position to repay. The boards of directors of AMU and QPG ("the Boards") are of the view that a reasonable prospect to rescue AMU from its current financial difficulties exist. In addition, the Boards are confident as to the trading performance and long-term prospects of AMU`s principal asset, being the `15 on Orange` hotel. Business rescue is being sought principally in relation to development debt. Based on this view, on Monday, 4 June 2012 the board of AMU resolved that business rescue proceedings commence, and that AMU be placed under supervision in terms of Section 129 of the Companies Act ("the Resolution"). The Boards believe that the implementation of business rescue proceedings will afford the executive directors of AMU the opportunity to develop and implement a business rescue plan in a manner that will optimise the likelihood of AMU continuing in existence as a going concern. 2 Filing of the Resolution The Resolution was filed with the Companies and Intellectual Property Commission ("CIPC") on Wednesday, 6 June 2012 and the effective date of commencement of the business rescue proceedings is confirmed as Wednesday, 6 June 2012, in accordance with Section 132(1)(a)(i) of the Companies Act. 3 Application initiated by ABSA An application which has been initiated by ABSA, will be heard in the Western Cape High Court, to set aside the resolution taken by the board of AMU, to voluntarily commence business rescue proceedings and to place AMU under supervision, thus declaring such resolution to be of no force or effect ("Application"). The board of AMU intends to oppose the Application. The Application is expected to be heard on Friday, 15 June 2012. If the Application is successful, AMU will be discharged from business rescue. If the Application is unsuccessful, the business rescue of AMU will continue. The Boards are of the view that a reasonable prospect to rescue AMU exists, and that AMU can be restored to a position where it can trade on a successful basis. 4 Notice of the Resolution AMU is in the process of giving notice of the Resolution, in the prescribed manner, to all affected persons ("Notice"). In terms of Section 129(3)(a) of the Companies Act, such Notice includes copies of the Resolution and a sworn statement of facts relevant to the grounds upon which the Resolution was founded. 5 Renewal of cautionary announcement Subsequent to the cautionary announcement released on SENS on 25 May 2012, shareholders are advised to continue to exercise caution when dealing in the Company`s securities until further information regarding the aforementioned matters is provided. Sandton 13 June 2012 Designated Adviser Merchantec Capital Date: 13/06/2012 17:49:02 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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