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INSIMBI REFRACTORY & ALLOY SUP LIMITED - Posting of Circular and Notice of General Meeting

Release Date: 07/11/2016 10:00
Code(s): ISB     PDF:  
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Posting of Circular and Notice of General Meeting

Insimbi Refractory and Alloy Supplies Limited
Incorporated in the Republic of South Africa
(Registration number: 2002/029821/06)
Share code: ISB ISIN: ZAE000116828
("Insimbi" or “the Company”)

POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING

1.    INTRODUCTION

      Shareholders are referred to the announcement and definitions contained therein released by Insimbi
      on SENS on 14 September 2016 and are hereby provided with an update thereto regarding the
      acquisition of the entire ordinary share capital the AMR Group. The Acquisition will facilitate the
      creation of a larger, more diversified company with increased liquidity in the Company’s shares and to
      become a more significant player in the recycling arena. Following the Acquisition, the combined
      group will enhance Insimbi’s cash flow and profit generation capability whilst providing its
      shareholders with the prospects of a significant rand hedge.

2.    POSTING OF CIRCULAR

      Insimbi shareholders are hereby advised that a circular (“the Circular”) (incorporating a notice of
      general meeting of shareholders (“the General Meeting”)) of which the Revised Listing Particulars
      form part containing, inter alia, details of the Acquisition, will be posted to Insimbi shareholders today,
      7 November 2016 and will be available on the Company’s website at www.insimbi-alloys.co.za.

3.    NOTICE OF GENERAL MEETING

      Notice is hereby given that a General Meeting of Insimbi shareholders of the Company will be held at
      359 Crocker Road, Wadeville, Extension 4, Germiston, at 14:00 on Monday, 5 December 2016
      (“General Meeting”), or at any adjournment thereof, if required for the purpose of considering and, if
      deemed fit, passing with or without modification, the resolutions set out in the notice of general
      meeting included in the Circular.

4.    SALIENT DATES AND TIMES

      Shareholders are referred to the table below setting out the salient dates and times in relation to the
      Transactions.
       
      Salient dates and times                                                                          2016
      Record date in order to be eligible to receive the Circular                        Friday, 28 October
      Posting of Circular and Notice of General Meeting announcement                     
      published on SENS on                                                               Monday, 7 November
      Last day to trade in Insimbi shares in order to be able to participate           
      in and vote at the General Meeting on                                            Tuesday, 22 November
      Record date for the General Meeting, being the date on which an                   
      Insimbi shareholder must be registered in the register in order to
      be eligible to attend and participate in the General Meeting by the               Friday, 25 November
      Last day to lodge forms of proxy in respect of the General Meeting               
      by 14:00 with the transfer secretaries on                                        Thursday, 1 December
      General Meeting to be held at 14:00 on                                             Monday, 5 December
      Results of General Meeting released on SENS on                                     Monday, 5 December
      Results of General Meeting published in the press on                              Tuesday, 6 December
      Expected announcement that all suspensive conditions in relation               
      to the Agreement have been fulfilled on                                           Monday, 12 December
      Anticipated date for listing of new Insimbi shares on                             Monday, 17 December
      Issue of new Insimbi shares on                                                    Monday, 17 December
      Anticipated completion of the Acquisition on                                      Monday, 17 December

5.    COPIES OF THE CIRCULAR

      Copies of the Circular will be available for inspection by shareholders during normal business hours
      at the registered office of the Company, and at the offices of the Company’s sponsor, Bridge Capital
      Advisors Proprietary Limited at 27 Fricker Road, Illovo, Johannesburg, from today, 7 November 2016
      until Monday, 5 December 2016 (both days inclusive).

7 November 2016
Johannesburg
Corporate Advisor and Sponsor: Bridge Capital Advisors Proprietary Limited
Legal Advisor: Falcon and Hume Attorney Inc.
Independent Reporting Accountants: PricewaterhouseCoopers Inc.

Date: 07/11/2016 10:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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