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INTERNATIONAL HOTEL PROPERTIES LIMITED - Finalisation announcement - Implementation of scheme of arrangement

Release Date: 30/10/2017 07:15
Code(s): IHL     PDF:  
 
Wrap Text
Finalisation announcement - Implementation of scheme of arrangement

International Hotel Properties Limited
(previously International Hotel Group Limited)
(Incorporated in the British Virgin Islands)
(Company number 1862176)
JSE share code: IHL
ISIN: VGG487261064
LEI Code: 213800VGTQA4SMCAWP71
(“IHL” or the “Company”)


FINALISATION ANNOUNCEMENT - IMPLEMENTATION OF SCHEME OF ARRANGEMENT

Shareholders are referred to the announcements released on SENS and the Luxembourg Stock Exchange (“LuxSE”)
website on 24 August 2017 and 19 October 2017, relating to a scheme of arrangement in terms of section 179A of the
BVI Business Companies Act, 2004, as amended (“the scheme”), proposed by Redefine International P.L.C.
(“Redefine International”) between IHL and all its shareholders other than (i) Redefine Share Investments Limited,
(ii) Redefine Properties Limited and (iii) Southern Sun Africa Limited (collectively the “scheme members”) pursuant
to which, on implementation of the scheme (and subject to the scheme becoming unconditional in accordance with its
terms):

-      Redefine International will acquire all the shares in the Company held by the scheme members in consideration
       for the delivery to scheme members of 2.5 Redefine International shares for every 1 share in the Company held
       by the scheme members; and

-      the listing and admission to trading of the Company’s shares on both the Johannesburg Stock Exchange (“JSE”)
       and the Euro MTF market of the LuxSE would be terminated (“the delisting”).

The IHL Board is pleased to announce that the outstanding condition to the scheme (namely, BVI Court approval and
the filing of the Court Order in compliance with BVI Companies Act requirements) has now been fulfilled.

The scheme will be implemented in accordance with the salient dates and times set out below:


                                                                                                             2017

    Last day to trade in order to participate in the scheme consideration                      Tuesday, 7 November


    Suspension of listing and admission to trading of Company’s shares on JSE                 Wednesday, 8 November
    and the Euro MTF market of the LuxSE at commencement of trading


    Record date on which scheme participants must be recorded in the register to                Friday, 10 November
    receive the scheme consideration, by close of trading on (scheme
    participants record date)

    Operative date of the scheme at the commencement of trading                                Monday, 13 November

    Scheme consideration posted to certificated scheme participants (if                        Monday, 13 November
    documents of title are received on or prior to the record date) on or about


    Holders of dematerialised shares should have their accounts (held at their                Monday, 13 November
    CSDP or broker) updated to reflect scheme consideration on


    Termination of listing and admission to trading of IHL shares on both JSE                Tuesday, 14 November
    and the Euro MTF market of the LuxSE at the commencement of trading
                                                                                                                 
No dematerialisation or rematerialisation of shares is to take place after Tuesday, 7 November 2017

For further information, please contact:

M Partners
Luxembourg listing agent                                      +352 263 868 602

Java Capital
JSE sponsor                                                   +27 (0) 11 722 3050

Company Secretary
Osiris Secretarial Services Ltd                               +1 (284) 494 9820

Notes to editors:

IHL is a hotel and leisure focused property investment company which owns nine hotels in the UK. The Company’s
shares are currently listed on the official list and admitted to trading on the Euro MTF market of the LuxSE which
constitutes its primary listing, and on the AltX of the JSE which constitutes its secondary listing.

30 October 2017

Date: 30/10/2017 07:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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