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Results of Class Meeting and General Meetings
ALEXANDER FORBES PREFERENCE SHARE INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/031561/06)
(Share code: AFP) (ISIN: ZAE000098067)
(“AF Pref” or “the Company”)
RESULTS OF CLASS MEETING AND GENERAL MEETINGS
INTRODUCTION
Holders of linked units in AF Pref are referred to the circular dated Monday, 24 February 2014,
regarding the capital restructuring of Alexander Forbes Equity Holdings Proprietary Limited and its
subsidiaries (“Capital Restructuring”) and the partial redemption of the debentures issued by AF Pref
(“Debentures”) by means of a cash payment (“Debenture Redemption”) as well as the redemption of
each Debenture by the issue of S preference shares in AF Pref (“Preference Shares”) (“Debenture
Conversion”) (collectively the Capital Restructuring, the Debenture Redemption and the Debenture
Conversion are referred to as “the Transaction”).
RESULTS OF THE CLASS MEETING
Holders of Preference Shares (“Preference Shareholders”) are advised that the resolutions approving
the sanctioning of resolutions passed at the combined general meeting of the ordinary shareholder
and Preference Shareholders that took place immediately after the class meeting of Preference
Shareholders (“Class Meeting”) were passed by the requisite majority of votes at the Class Meeting
held today.
RESULTS OF THE GENERAL MEETINGS
Preference Shareholders are also advised that the ordinary and special resolutions approving, inter
alia, the Transaction, the delinking of the Debentures and the Preference Shares, the amendment of
the memorandum of incorporation of the Company (“Memorandum of Incorporation”) and the issue of
new Preference Shares pursuant to the Debenture Conversion were passed by the requisite majority
of votes at the general meeting of the ordinary shareholder and Preference Shareholders held today.
Holders of Debentures (“Debenture Holders”) are advised that the extraordinary resolutions approving
the amendment of the debenture trust deed and the Transaction were passed by the requisite
majority of votes at the general meeting of Debenture Holders held today.
The special resolutions to delink the Debentures and the Preference Shares, to amend the
Memorandum of Incorporation and to issue new Preference Shares will be lodged with the
Companies and Intellectual Property Commission in due course.
A finalisation announcement will be released on SENS upon the fulfillment or waiver of all conditions
precedent to the Transaction which fulfillment is expected to take place on 31 March 2014.
Sandton
24 March 2014
Joint Financial Adviser to Alexander Forbes and AF Pref
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Joint Financial Adviser to Alexander Forbes and AF Pref
Deutsche Bank
Legal Adviser to Alexander Forbes and AF Pref
Bowman Gilfillan Inc.
Reporting Accountants to AF Pref
PricewaterhouseCoopers Inc.
Sponsor to AF Pref
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 24/03/2014 03:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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