Wrap Text
Finalisation announcement and salient dates for the conversion of Synergy’s capital structure
SYNERGY INCOME FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/032604/06)
JSE share code: SGA ISIN: ZAE000161550
JSE share code: SGB ISIN: ZAE000162293
(Approved as a REIT by the JSE)
(“Synergy” or “the company”)
FINALISATION ANNOUNCEMENT AND SALIENT DATES FOR THE CONVERSION OF SYNERGY’S CAPITAL STRUCTURE
Linked unitholders are referred to the announcement released on SENS on Wednesday, 20 May 2015 wherein the salient dates
and times in respect of:
- the conversion of the company’s current “A” linked unit capital structure to an “A” ordinary share structure to be
effected by way of a scheme of arrangement in terms of section 114 of the Companies Act, 71 of 2008 (the “Companies Act”),
which scheme is being proposed by the company between the company and its “A” debenture holders (the ““A” debenture scheme”);
- the conversion of the company’s current “B” linked unit capital structure to a “B” ordinary share structure to be effected
by way of a scheme of arrangement in terms of section 114 of the Companies Act, which scheme is being proposed by the company
between the company and its “B” debenture holders (the ““B” debenture scheme”);
- the amendment of Synergy’s Memorandum of Incorporation to enable the “A” debenture scheme and the “B” debenture scheme;
- the amendment of Synergy’s Debenture Trust Deed to enable the “A” debenture scheme and the “B” debenture scheme;
- the adoption of a new Memorandum of Incorporation; and
- the subsequent termination of Synergy’s Debenture Trust Deed,
(collectively the “transactions”).
The special resolutions in respect of the transactions, together with all prescribed documents, have now been registered by
the 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, 10 July
Finalisation date announcement published in the press Monday, 13 July
Last day to trade in existing “A” linked units on the JSE prior to the delinking of the “A”
linked units and the capitalisation of the “A” debentures Friday, 17 July
Last day to trade in existing “B” linked units on the JSE prior to the delinking of the “B”
linked units and the capitalisation of the “B” debentures Friday, 17 July
Trading in delinked “A” ordinary shares of no par value under the new ISIN:
ZAE000202883 and the existing code of “SGA” commences Monday, 20 July
Trading in delinked “B” ordinary shares of no par value under the new ISIN:
ZAE000202891 and the existing code of “SGB” commences Monday, 20 July
Suspension of listing of “A” linked units on the JSE Monday, 20 July
Suspension of listing of “B” linked units on the JSE Monday, 20 July
Scheme implementation record date for the delinking of the “A” linked units and the
capitalisation of the “A” debentures at the close of business Friday, 24 July
Scheme implementation record date for the delinking of the “B” linked units and the
capitalisation of the “B” debentures at the close of business Friday, 24 July
Scheme operative date Monday, 27 July
Date by which dematerialised “A” ordinary shareholders will have their accounts updated at
their CSDP or broker Monday, 27 July
Date by which dematerialised “B” ordinary shareholders will have their accounts updated at
their CSDP or broker Monday, 27 July
Date of issue of new replacement “A” ordinary share certificates provided that the old “A”
linked unit certificates have been surrendered by 12:00 on Friday, 24 July 2015 (any
certificated “A” linked units surrendered after this date will be replaced within five business
days after receipt by the transfer secretaries) Monday, 27 July
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, 24 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, 27 July
Termination of listing of “A” linked units (at the commencement of trade) Monday, 27 July
Termination of listing of “B” linked units (at the commencement of trade) Monday, 27 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, 17 July 2015.
10 July 2015
Corporate advisor and sponsor
Java Capital
Independent expert
MAZARS Corporate Finance (Pty) Ltd
Legal advisor
DLA Cliffe Dekker Hofmeyr
Date: 10/07/2015 11:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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