To view the PDF file, sign up for a MySharenet subscription.

GIJIMA GROUP LIMITED - Finalisation Announcement In Respect Of An Increase In The Number Of Authorised Shares And The Rights Offer

Release Date: 17/05/2013 11:42
Code(s): GIJ     PDF:  
Wrap Text
Finalisation Announcement In Respect Of An Increase In The Number Of Authorised Shares And The Rights Offer

Gijima Group Limited
(previously Gijima AST Group Limited)
Registration number 1998/021790/06
Share code: GIJ
ISIN: ZAE000147443
(“Gijima” or "the Company")

FINALISATION ANNOUNCEMENT IN RESPECT OF AN INCREASE IN THE NUMBER OF AUTHORISED
SHARES AND THE RIGHTS OFFER

1. Increase in the number of authorised shares

Shareholders are referred to the announcement released on Stock Exchange News Service of the JSE
Limited ("JSE") (“SENS”) on 9 May 2013 advising, inter alia, that the special resolutions to convert Gijima's
par value shares to no par value shares, to amend Gijima's memorandum of incorporation and to increase
the number of Gijima’s authorised shares were passed at the Company's general meeting (“Special
Resolutions”).

The Special Resolutions have now been filed with the Companies and Intellectual Property Commission.

The conversion of the ordinary shares to no par value and the increase in the number of authorised Gijima
shares from 1 300 000 000 ordinary shares of no par value to 5 000 000 000 ordinary shares of no par value,
has therefore become effective.

2. Rights Offer

Shareholders are referred to the announcement released on SENS on 28 March 2013 and 3 May 2013
relating to the Company’s proposed renounceable rights offer to its shareholders to raise up to R150 million
(the “Rights Offer”).

The board of directors of Gijima is pleased to advise shareholders that all conditions precedent pertaining to
the Rights Offer have been fulfilled.

3. Salient Dates of the Rights Offer

The final salient dates and times for the Rights Offer are set out below.

                                                                                                2013
Last day to trade in Gijima ordinary shares (“Shares”) in order to                    Friday, 24 May
participate in the Rights Offer (cum entitlement)
Shares commence trading ex-entitlement at 09:00 on                                    Monday, 27 May
Listing of and trading in the letters of allocation on the JSE commences at           Monday, 27 May
09:00 on
Record date for the Rights Offer for purposes of determining                          Friday, 31 May
shareholders entitled to participate in the Rights Offer (“Qualifying
Shareholders”) at the close of trade on
Rights Offer circular incorporating revised listing particulars and a form of         Monday, 3 June
instruction, where applicable, posted to Qualifying Shareholders
Rights Offer opens at 09:00 on                                                        Monday, 3 June
Letters of allocation credited to an electronic account held at the transfer          Monday, 3 June
secretaries in respect of holders of certificated Shares and Central
Securities Depository Participant (“CSDP”) or broker accounts credited
with entitlements in respect of holders of dematerialised Shares
Last day for trading letters of allocation on the JSE                              Thursday, 13 June
Listing of Shares to be issued pursuant to the Rights Offer ("Rights Offer           Friday, 14 June
Shares") and trading therein on the JSE commences at 09:00 on
For certificated shareholders wishing to accept all or part of their                 Friday, 21 June
entitlement, payment to be made and forms of instruction to be lodged
with the transfer secretaries by 12:00 on
Rights Offer closes at 12:00 on                                                      Friday, 21 June
Record date for the letters of all                                                   Friday, 21 June
Rights Offer Shares issued on or about                                               Monday, 24 June
CSDP or broker accounts in respect of holders of dematerialised Shares               Monday, 24 June
debited with the payment due and updated with Rights Offer Shares and
Share certificates posted to certificated shareholders on or about
Results of the Rights Offer announced on SENS                                        Monday, 24 June
Results of the Rights Offer published in the press                                  Tuesday, 25 June
Rights Offer Shares in respect of successful excess applications (if              Wednesday, 26 June
applicable) issued on or about
Refund payments made and/or Share certificates posted to certificate              Wednesday, 26 June
shareholders and/or CSDP accounts credited in respect of excess
applications (if applicable) on or about

Notes:
1. Share certificates in respect of Shares may not be dematerialised or rematerialised between Monday, 27 May 2013
and Friday, 31 May 2013, both days inclusive.
2. Shareholders recorded as such on the record date for the Rights Offer are required to notify their duly appointed
CSDP or broker of their acceptance of the Rights Offer in the manner and time stipulated in the agreement governing the
relationship between such shareholders and their CSDP or broker.
3. CSDPs effect payment on a delivery versus payment method in respect of dematerialised shareholders recorded as
such on the record date for the Rights Offer.
4. All times are South African times.
5. Share certificates in respect of Rights Offer shares will be posted at the risk of the certificated shareholders recorded
as such on the record date for the Rights Offer (or their renouncees).

4. Posting of the Rights Offer circular

The Rights Offer circular, incorporating revised listing particulars and a form of instruction in respect of letters
of allocation, where applicable, will be posted to shareholders recorded as such on the record date for the
Rights Offer, on Monday, 3 June 2013.

5. Jurisdiction

The Rights Offer Shares and the Rights Offer documentation will not be registered with any authority in any
jurisdiction other than South Africa. The Rights Offer circular is not to be regarded as an offer or invitation to
any person in any jurisdiction other than South Africa to the extent that any applicable legal requirement in
such jurisdiction has not been complied with or it is for any reason illegal or unlawful to make such an offer or
invitation in such jurisdiction to such person. In those circumstances, the Rights Offer circular will be for
information purposes only.

Centurion
17 May 2013

Merchant bank and sponsor
Rand Merchant Bank Limited (A division of FirstRand Bank Limited)

Legal adviser
Webber Wentzel

Date: 17/05/2013 11:42:00 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.

Share This Story