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Posting of circular and notice of general meeting, relating to a proposed Black Economic Empowerment transaction
Wescoal Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2005/006913/06)
Share Code: WSL ISIN: ZAE000069639
(“Wescoal” or the “Company”)
POSTING OF THE CIRCULAR, INCLUDING A NOTICE OF GENERAL MEETING, RELATING TO A
PROPOSED BLACK ECONOMIC EMPOWERMENT TRANSACTION (“TRANSACTION”)
1. Circular and notice of general meeting
Wescoal shareholders (“Shareholders”) are referred to the announcement dated 29 September
2016 containing details of the Transaction and are hereby advised that the Company has today
(25 October 2016) posted a circular pertaining to the Transaction (“Circular”), which document
incorporates a notice of general meeting of Wescoal shareholders (“General Meeting”) to be
held at the registered office of Wescoal (“Registered Office”), being 1st Floor, Building 10,
Woodmead Business Park, 142 Western Service Road, Woodmead, at 10:00 on Wednesday, 23
November 2016. Copies of the Circular are available on the Company’s website at
www.wescoal.com and may be obtained at the Company’s Registered Office and the offices of
the Company’s Sponsor, Nedbank Corporate and Investment Banking, a division of Nedbank
Limited (3rd Floor, Corporate Place, 135 Rivonia Road, Sandton) from Tuesday, 25 October 2016
to Wednesday, 23 November 2016.
2. Salient dates and times
Set out below are the salient dates and times pertaining to the implementation of the
Transaction:
2016
Record date to determine which Shareholders are eligible to receive Friday, 14 October
the Circular on
Circular (together with the notice convening the General Meeting) Tuesday, 25 October
posted to Shareholders on
Announcement relating to the issue of the Circular (together with the Tuesday, 25 October
notice convening the General Meeting) released on SENS on
Announcement relating to the issue of the Circular (together with the Wednesday, 26 October
notice convening the General Meeting) published in the press on
Representations to the Takeover Regulation Panel (“TRP”), relating to Tuesday, 8 November
the waiver of the obligation to make a mandatory offer (“Mandatory
Offer”), to be made by Shareholders on or before
Last day to trade to be entitled to vote and participate in the General Tuesday, 15 November
Meeting on
Record date to be entitled to vote and participate in the General Friday, 18 November
Meeting on
Last day to lodge forms of proxy for the General Meeting (by 10:00) Tuesday, 22 November
on
General Meeting to be held at 10:00 on Wednesday, 23
November
Results of the General Meeting to be released on SENS on Wednesday, 23
November
Results of the General Meeting published in the press on Thursday, 24 November
Announcement relating to the ruling received from the TRP in respect Tuesday, 29 November
of the waiver of the Mandatory Offer on or about
Shareholders may request the Takeover Special Committee to review Tuesday, 6 December
the TRP’s ruling within 5 business days of the abovementioned
announcement i.e. on or before
Expected date of fulfilment of the suspensive conditions to the Tuesday, 6 December
Transaction on
Expected date on which the Transaction will be implemented on Friday, 9 December
These dates and times are subject to amendment. Any such amendment will be released on SENS.
By order of the Board of Directors of Wescoal
25 October 2016
Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking
Legal Advisor
Bowman Gilfillan Inc
Independent Expert
BDO Corporate Finance
Independent Reporting Accountant
Pricewaterhouse Coopers Inc
Date: 25/10/2016 11:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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