Wrap Text
Finalisation announcement and salient dates for the conversion of Arrowhead's capital structure
ARROWHEAD PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2011/000308/06)
JSE share code: AWA ISIN: ZAE000158101
JSE share code: AWB ISIN: ZAE000158119
(Approved as a REIT by the JSE)
(“Arrowhead” or “the company”)
FINALISATION ANNOUNCEMENT AND SALIENT DATES FOR THE CONVERSION OF ARROWHEAD’S
CAPITAL STRUCTURE
Linked unitholders are referred to the announcement released on SENS on 30 April 2015 wherein the salient dates and times in
respect of:
- the conversion of the company’s current “A” linked capital structure to an “A” ordinary share structure by way of a scheme
of arrangement in terms of section 114 of the Companies Act, 71 of 2008 (the “Companies Act”), proposed by the
company between the company, its “A” debenture holders, and those shareholders who hold ordinary shares linked to
“A” debentures;
- the conversion of the company’s current “B” linked capital structure to a “B” ordinary share structure by way of a scheme
of arrangement in terms of section 114 of the Companies Act, proposed by the company between the company, its
“B” debenture holders, and those shareholders who hold ordinary shares linked to “B” debentures;
- the cancellation of all authorised but unissued ordinary shares of the company; and
- the creation of two new classes of shares, being “A” and “B” ordinary shares, and the adoption of a new Memorandum of
Incorporation,
(collectively the “transactions”), were announced, as well as the announcement released on SENS on 19 June 2015 wherein
linked unitholders were advised that the registration of the special resolutions in respect of the transactions had been delayed due
to backlogs with the Companies and Intellectual Property Commission (“CIPC”).
Linked unitholders are advised that the special resolutions in respect of the transactions, together with all prescribed documents,
have been registered by CIPC. The Takeover Regulation Panel has issued a compliance certificate in terms of section 119(4) of
the Companies Act, with the result that the transactions have now become unconditional in accordance with their terms.
Accordingly the transactions will be implemented in accordance with the timetable set out below.
2015
Finalisation date announcement released on SENS Friday, 3 July
Finalisation date announcement published in the press Monday, 6 July
Last day to trade in existing “A” linked units on the JSE prior to the substitution of “A” linked units by
“A” ordinary shares Friday, 10 July
Last day to trade in existing “B” linked units on the JSE prior to the substitution of “B” linked units by
“B” ordinary shares Friday, 10 July
Trading in “A” ordinary shares of no par value under the new ISIN: ZAE000203105 and the existing
code of “AWA” commences Monday, 13 July
Trading in “B” ordinary shares of no par value under the new ISIN: ZAE000203113 and the existing
code of “AWB” commences Monday, 13 July
Suspension of listing of “A” linked units on the JSE Monday, 13 July
Suspension of listing of “B” linked units on the JSE Monday, 13 July
Scheme implementation record date for the substitution of the “A” linked units by “A” ordinary shares
at the close of business on Friday, 17 July
Scheme implementation record date for the substitution of the “B” linked units by “B” ordinary shares
at the close of business on Friday, 17 July
Scheme operative date Monday, 20 July
Date dematerialised “A” ordinary shareholders will have their accounts updated at their CSDP or
broker Monday, 20 July
Date dematerialised “B” ordinary shareholders will have their accounts updated at their CSDP or
broker Monday, 20 July
Date of issue of new replacement “A” ordinary share certificates provided that the old “A” linked unit
Monday, 20 July
certificates have been surrendered by 12:00 on Friday, 17 July 2015 (any certificated “A” linked units
surrendered after this date will be replaced within five business days after receipt by the transfer
secretaries)
Date of issue of new replacement “B” ordinary share certificates provided that the old “B” linked unit
certificates have been surrendered by 12:00 on Friday, 17 July 2015 (any certificated “B” linked units
surrendered after this date will be replaced within five business days after receipt by the transfer
secretaries) Monday, 20 July
Termination of listing of “A” linked units (at the commencement of trade) Monday, 20 July
Termination of listing of “B” linked units (at the commencement of trade) Monday, 20 July
Notes:
1. All times given in this announcement are local times in South Africa.
2. No dematerialisation of linked unit certificates may take place after Friday, 10 July 2015.
3 July 2015
Corporate advisor and sponsor
Java Capital
Date: 03/07/2015 11:03:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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