Wrap Text
Posting of circular in respect of the disposal of Pharma
Ascendis Health Limited
(Registration number 2008/005856/06)
(Incorporated in the Republic of South Africa)
Share code: ASC
ISIN: ZAE000185005
(“Ascendis Health” or “the Company”)
POSTING OF CIRCULAR IN RESPECT OF THE DISPOSAL OF PHARMA
1. POSTING OF CIRCULAR
Shareholders are referred to the various announcements relating to the proposed disposal by Ascendis
Health SA Holdings Proprietary Limited, a wholly-owned subsidiary of Ascendis Health, of its direct and
indirect interests in the entities through which the businesses known as “Pharma” operates to:
- Pharma-Q Holdings Proprietary Limited and Imperial Logistics Limited (the “Pharma-Q/Imperial
Pharma Disposal”); or
- in the event that shareholders do not approve the Pharma-Q/Imperial Pharma Disposal, Austell
Pharmaceuticals Proprietary Limited (the “Austell Pharma Disposal”),
released on SENS by Ascendis Health, and specifically the announcements released on SENS on
1 February 2022 and 17 July 2022.
Shareholders are advised that on 13 September 2022 Ascendis Health issued a circular (the “Circular”)
to its shareholders regarding the Pharma-Q/Imperial Pharma Disposal and the Austell Pharma
Disposal.
A general meeting of Ascendis Health shareholders will be held electronically in accordance with the
provisions of section 63(2) of the Companies Act and the JSE Listings Requirements, at 10:00 on
Thursday, 13 October 2022, for purposes of considering and if deemed fit, passing with or without
modification, the resolutions required to implement the Pharma-Q/Imperial Pharma Disposal, or in the
event that shareholders do not approve such resolutions relating to the Pharma-Q/Imperial Pharma
Disposal, the resolutions required to implement the Austell Pharma Disposal (the “General Meeting”).
Copies of the Circular are available on Ascendis Health’s website at
https://ascendishealth.com/investor-relations/circulars/ and may also be obtained from the Company’s
registered office, 1 Carey Street Wynberg, Sandton, 2090, during normal business hours from the date
of issue of the date of the General Meeting.
2. SALIENT DATES AND TIMES
Set out below are the salient dates and times in relation to the Pharma-Q/Imperial Disposal and the
Austell Pharma Disposal:
Detail 2022
Notice record date, being the date on which a Shareholder must be
registered in the Register in order to be eligible to receive the Notice
of General Meeting on Friday, 2 September
Circular incorporating the Notice of General Meeting and Form of
Proxy (grey), distributed to Shareholders on Tuesday, 13 September
Announcement of distribution of Circular and notice convening the
General Meeting released on SENS on Tuesday, 13 September
Announcement of distribution of Circular and notice convening the
General Meeting published in the press on Wednesday, 14 September
Last day to trade Shares in order to be recorded in the Register on
Voting Record Date (see note 2 below) on Tuesday, 4 October
General Meeting record date, being the date on which a Shareholder
must be registered in the Register in order to be eligible to
electronically attend and participate in the General Meeting and to
vote thereat, by close of trade on Friday, 7 October
For administrative reasons, Forms of Proxy (grey) in respect of the
General Meeting to be received by the Transfer Secretaries by no
later than 10:00am on (see note 5 below) Tuesday, 11 October
General Meeting held at 10:00am on Thursday, 13 October
Results of the General Meeting released on SENS on Thursday, 13 October
Results of the General Meeting published in the press on Friday, 14 October
Notes:
1. The above dates and times are subject to amendment at the discretion of Ascendis Health. Any
such amendment will be released on SENS and published in the South African press, if required.
2. Shareholders should note that as transactions in Shares are settled in the electronic settlement
system used by Strate, settlement of trades takes place three South African Business Days after
such trade. Therefore, Shareholders who acquire Shares after close of trade on Tuesday,
4 October 2022 will not be eligible to electronically attend, participate in and vote at the General
Meeting.
3. Dematerialised Shareholders, other than those with Own-name Registration, must provide their
CSDP or Broker with their instructions for voting at the General Meeting by the cut-off time and
date stipulated by their CSDP or Broker in terms of their respective Custody Agreements between
them and their CSDP or Broker.
4. If the General Meeting is adjourned or postponed, the above dates and times will change, but
Forms of Proxy submitted for the initial General Meeting will remain valid in respect of any such
adjournment or postponement of the General Meeting.
5. Forms of Proxy (grey) not lodged with the Transfer Secretaries to be handed to the chairman of
the General Meeting or the Transfer Secretaries at the General Meeting at any time before the
proxy exercises any rights of the Shareholder at the General Meeting.
6. All dates and times indicated above are South African Standard Time.
13 September 2022
Bryanston
Sponsor
Questco Corporate Advisory Proprietary Limited
Date: 13-09-2022 02:40:00
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