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CULLINAN HOLDINGS LIMITED - Finalisation Announcement

Release Date: 05/03/2018 10:25
Code(s): CUL CULP     PDF:  
Wrap Text
Finalisation Announcement

(Incorporated in the Republic of South Africa)
(Registration number 1902/001808/06)
Share code: CUL   ISIN: ZAE 000013710
Share code: CULP   ISIN: ZAE 000001947
("Cullinan" or "the company")

Shareholders are referred to the announcement released on SENS on Friday,
9 February  2018 and published in the press on Monday, 12 February 2018  wherein they
were advised that the special and ordinary resolutions proposed at the Scheme Meeting
were approved by the requisite majority of shareholders present and/or represented by
proxy and eligible to vote.

Shareholders are advised that no shareholders exercised their rights in terms of
sections 115 or 164 of the Companies Act, 2008 and that all conditions precedent as
detailed in the circular have been fulfilled. The Scheme of Arrangement will therefore be
implemented in accordance with its terms and conditions.

The termination of the listing of the Cullinan Shares on the Johannesburg Stock Exchange
("the JSE") will not affect the continued listing on the JSE of the 5,5% cumulative preference
shares of R2 each in the company.

The Scheme of Arrangement will proceed according to the following salient dates
and times:
Scheme LDT, being the last day to trade Cullinan Shares on
the JSE in order to be recorded in the Register to receive the
Scheme Consideration, by close of business on                            Tuesday, 13 March
Suspension of listing of Cullinan Shares on the JSE
expected to take place at the commencement of trade on                 Wednesday, 14 March 
Scheme Consideration Record Date, being the date on
which Scheme Participants must be recorded in the Register
to receive the Scheme Consideration, by close of trade on                 Friday, 16 March
Operative Date of the Scheme                                              Monday, 19 March 
Payment and delivery of Scheme Consideration                              Monday, 19 March 
Termination of listing of Cullinan Shares at commencement
of trade on the JSE                                                       Tuesday, 20 March

To the extent that the distribution of the Scheme Consideration in certain jurisdictions
outside of South Africa may be restricted or prohibited by the laws of such foreign
jurisdiction, then this announcement is deemed to have been provided for information
purposes only and the Cullinan Board accepts no responsibility for any failure by Scheme
Participants to inform themselves about, and to observe, any applicable legal requirements
in any relevant foreign jurisdiction.

Scheme Participants who are in doubt as to their position should consult their
professional advisors.

5 March 2018 

Sponsor                                  Auditors                       Attorneys
ARBOR CAPITAL SPONSORS                   MAZARS                         Fluxmans 

Date: 05/03/2018 10:25:00 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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