COMBINED MOTOR HOLDINGS LIMITED - Results of General Meeting

Results of General Meeting

Combined Motor Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1965/000270/06)
JSE share code: CMH ISIN number: ZAE000088050
("CMH" or “the Company”)


RESULTS OF GENERAL MEETING AND IMPLEMENTATION BY THE COMPANY OF THE SHARE REPURCHASE
OF A MAXIMUM OF 15 400 000 ISSUED SHARES FROM SHAREHOLDERS ON A VOLUNTARY, PRO RATA,
BASIS

For ease of reference, the definitions and interpretations as contained in the circular to shareholders of the Company
dated 11 November 2013 (“the Circular”) and as used in this announcement, bear the corresponding meanings.


1. Introduction

     Further to the announcement of 11 November 2013 regarding the proposed Share Repurchase by the Company of
     a maximum of 15 400 000 issued shares from Shareholders on a voluntary, pro rata, basis it is hereby advised that
     at the General Meeting of Shareholders held at 10:00 today the special resolution required to authorise and
     implement the Share Repurchase (“the Special Resolution”) was unanimously passed by Shareholders.

2. Implementation of the Special Resolution

     As at the date of this announcement and as regards implementation of the Special Resolution and proceeding with
     the Share Repurchase Offer to Shareholders, it is hereby advised that:

     2.1 no written notice objecting to the Special Resolution has been received from any Shareholder of the Company
         as envisaged by section 164 of the Companies Act; and

     2.2 the Directors have not received any notice of nor do they have any reason to believe that any Shareholders are
         contemplating utilisation of the provisions of section 115(3) of the Companies Act to prevent implementation of
         the Special Resolution.

     Accordingly, all of the required conditions precedent to the implementation of the Share Repurchase have now
     been fulfilled and the Share Repurchase Offer will take place in accordance with the “Important dates and times”
     contained in paragraph 3 below.

3. Important dates and times

       Action                                                                                                    2013
       Share Repurchase Offer opens to Shareholders at 9:00 on                               Wednesday, 11 December
                                                                                                                 2014
       Finalisation announcement on SENS                                                           Friday, 17 January
       Share Repurchase Offer last day to trade in Shares in order to be registered
                                                                                                     Friday, 24 January
       as a Shareholder in the Register at the Share Repurchase Offer record date
       Shares trade “ex” the right to participate in the Share Repurchase Offer                     Monday, 27 January



       Share Repurchase Offer record date being the date by which a Shareholder
       must be recorded as such in the Register in order to be entitled to participate               Friday, 31 January
       in the Share Repurchase Offer, on
       Share Repurchase Offer closes at 12:00 on                                                    Friday, 31 January
       Share Repurchase Offer Consideration settled on or about                                   Tuesday, 4 February
       Delisting from the JSE of the Shares repurchased in terms of the Share                   Wednesday, 5 February
       Repurchase Offer from the commencement of trading on the JSE on
Notes to the important dates and times:

    1. All of the above dates and times are subject to change following mutual agreement, as required between CMH,
       the JSE and the TRP. In the unlikely event of any changes being required, such changes will be notified to
       Shareholders by release on SENS. Shareholders should note that as transactions in shares are settled in the
       electronic settlement system used by Strate, settlement of trades takes place five Business Days after such
       trade. Therefore, persons who acquire Shares in CMH after the last day to trade in order to be eligible to
       participate in the Share Repurchase Offer, namely, Friday, 24 January 2014, will not be able to participate in
       the Share Repurchase Offer.
    2. All times given above are local times in South Africa.


4. Procedures to be followed by Shareholders as regards participation in the Share Repurchase Offer

   The Circular dated 11 November 2013 contains full details of the Share Repurchase and the actions and
   procedures required from Shareholders as regards participation in the Share Repurchase Offer. In this regard,
   Shareholders unsure of such procedures or wishing to obtain a copy of the Circular are urged to make contact with
   their CSDPs or Brokers as soon as possible.

   A copy of the Circular may be obtained from the Company’s website address, namely, www.cmh.co.za.



Durban
South Africa

10 December 2013

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

Date: 10/12/2013 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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