ILIAD AFRICA LIMITED - Finalisation Announcement in respect of scheme of arrangement

Release Date: 15/12/2015 14:55
Code(s): ILA
 
Wrap Text
Finalisation Announcement in respect of scheme of arrangement

Iliad Africa Limited
Incorporated in the Republic of South Africa
(Registration number 1997/011938/06)
Share Code: ILA ISIN: ZAE000015038
(“Iliad” or “the Company”)

FINALISATION ANNOUNCEMENT IN RESPECT OF THE SCHEME OF ARRANGEMENT

Iliad shareholders are referred to the announcement published on the Stock Exchange News Service
(“SENS”) of the JSE Limited (“JSE”) on 29 September 2015, regarding the results of the general meeting
(“General Meeting”) in which the special resolution to approve the scheme of arrangement (“Scheme”)
was passed by the requisite majority of votes of Iliad Shareholders present in person or represented by
proxy at the General Meeting.

Iliad Shareholders are advised that the Takeover Regulation Panel (“TRP”) has issued a compliance
certificate in terms of section 121(b)(i) of the Companies Act, 2008 (Act No. 71 of 2008) (“Companies
Act”). All conditions precedent to the Scheme has therefore been fulfilled and the Scheme is now
unconditional.

As no appraisal rights in terms of section 164 of the Companies Act were exercised by any Iliad
Shareholder prior to or at the General Meeting the important dates and times in relation to the Scheme
have been amended as detailed below:

 Action                                                                                      Date

 Application for the delisting of Iliad Shares lodged with the JSE      Tuesday, 15 December 2015

 Last day to trade in Shares in order to be recorded on the            Thursday, 31 December 2015
 Register on the Record Date (Scheme Last Day to Trade)

 Suspension of listing of Shares on the JSE                                Monday, 4 January 2016

 Scheme Record Date on which Shareholders must be recorded                 Friday, 8 January 2016
 in the Register to receive the Scheme Consideration

 Implementation Date of the Scheme - Payment of cash and                  Monday, 11 January 2016
 transfer of Shares

 Termination of listing of Shares at commencement of trade on the        Tuesday, 12 January 2016
 JSE

In addition to the R 10.00 per Iliad share being paid by Steinhoff, the Board of Iliad have declared a Special
Dividend of 24 cents per share (gross) as all the conditions precedent to the Scheme have been met. The
timeline in relation to the Special Dividend is set out below:
                                                                                             
 Action                                                                                      Date

 Special Dividend declaration date                                      Tuesday, 15 December 2015

 Last day to trade cum dividend                                        Thursday, 31 December 2015

 Special Dividend record date                                              Friday, 8 January 2016

 Special Dividend payment date                                            Monday, 11 January 2016

Share certificates may not be dematerialised or rematerialised after Thursday, 31 December 2015.

Johannesburg
15 December 2015
Sponsor and Corporate Advisor to Iliad: Bridge Capital Advisors Proprietary Limited

Date: 15/12/2015 02:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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