Wrap Text
Posting of circular and notice of general meeting announcement
RH BOPHELO LIMITED
(Previously Newshelf 1388 Proprietary Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 2016/533398/06)
(JSE share code: RHB ISIN: ZAE000244737)
(“RH Bophelo” or “the Company”)
POSTING OF CIRCULAR AND NOTICE OF GENERAL
MEETING ANNOUNCEMENT
1. INTRODUCTION
Shareholders are referred to the SENS announcement released by RH Bophelo on 22 November 2017, regarding the proposed
acquisition of assets, which following the fulfilment or waiver (as the case may be) of the conditions precedent in the transaction
agreements, will see RH Bophelo acquire:
• a 76% equity holding in a newly formed holding company (“VPH HoldCo”). VPH HoldCo will then use these proceeds
to capitalise three intermediary holding companies (by way of shareholder loans), such that the intermediary holding
companies can acquire the businesses of three operating entities, being Vryburg Private Hospital Equipment Trust, Vryburg
Private Hospital Property Trust and Vryburg Private Hospital Trust; and
• a 60% equity holding in Africa Healthcare Proprietary Limited (“AHC”),
collectively (the “Acquisitions”).
2. DISTRIBUTION OF CIRCULAR
2.1 Shareholders are advised that a circular (“Circular”) containing full details of the Acquisitions and incorporating a notice
of general meeting (“Notice”), was posted to RH Bophelo shareholders today, Friday, 23 February 2018.
2.2 A copy of the Circular will also be available on RH Bophelo’s website (https://www.rhbophelo.co.za) from today, Friday,
23 February 2018.
2.3 In addition, copies of the Circular will be available for inspection, in English only, during normal business hours from
Friday, 23 February 2018 until Tuesday, 27 March 2018 (both days inclusive) at the registered office of the Company
(3rd Floor, 18 Melrose Boulevard Melrose Arch, Melrose North, Johannesburg), RH Bophelo’s transaction advisor, Third
Way Investment Partners Proprietary Limited (1st Floor, 11 Crescent Drive, Melrose Arch, Melrose North Johannesburg)
and the transfer secretaries, Computershare Investor Services Proprietary Limited (Rosebank Towers, 15 Biermann Ave,
Rosebank, Johannesburg).
3. SALIENT DATES AND TIMES OF THE TRANSACTION
The salient dates and times relating to the Acquisitions are set out below and words defined bear the same meaning as in
the Circular:
2018
Circular Record Date Friday, 16 February
Circular posted to Shareholders on Friday, 23 February
Announcement providing the salient dates, advising of the posting of this Circular and giving the
date and place of the General Meeting released on SENS on Friday, 23 February
Announcement providing the salient dates, advising of the posting of this Circular and giving the
date and place of the General Meeting published in the press on Monday, 26 February
Last day to trade in A Ordinary Shares in order to be reflected in the Register on the General
Meeting Record Date General Meeting Record Date Tuesday, 13 March
Record date to participate in and vote at the General Meeting Friday, 16 March
Last day for receipt of forms of proxy (yellow) in respect of the General Meeting by 10:00 on Friday, 23 March
General Meeting of Shareholders to be held at 10h00 on Tuesday, 27 March
Results of General Meeting released on SENS on Tuesday, 27 March
Results of General Meeting published in the press on Wednesday, 28 March
Acquisitions expected to be implemented on or about Thursday, 29 March
Notes:
1. All dates and times are local dates and times in South Africa. The above dates and times are subject to change. Any changes
will be released on SENS and published in the press.
2. RH Bophelo shareholders are referred to the Circular for information on the action required to be taken by them.
3. No dematerialisation or rematerialisation of shares may take place from the business day following the last day to trade.
4. NOTICE OF GENERAL MEETING
A general meeting of RH Bophelo shareholders will be held at 10:00 on Tuesday, 27 March 2018 at the offices of RH Bophelo,
for shareholders to consider and, if deemed fit, pass with or without modification the resolutions relating to the Acquisitions
and other related matters as set out in the Notice.
Johannesburg
Friday, 23 February 2018
Corporate Advisors: Third Way Investment Partners Proprietary Limited and Birkett Stewart McHendrie
Proprietary Limited
Sponsor: Deloitte & Touche Sponsor Services Proprietary Limited
Legal Advisor to the AHC Acquisition: Edward Nathan Sonnenbergs Inc.
Legal Advisor to the VPH Acquisition: Tshisevhe Gwina Ratshimbilani Inc
Reporting Accountants: Deloitte & Touche and BDO South Africa Inc.
Date: 23/02/2018 03:04:00 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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