Joint Announcement - Posting of Mandatory Offer Circular and Salient Dates and Times
Nutritional Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/002282/06)
Share code: NUT ISIN Number: ZAE000156485
(“NUT” or “the Company”)
Baphalane Ba Mantserre Investment Holdings Proprietary Limited
(Registration number 2013/068211/07)
(“BMIH” or the “the Subscriber’’)
JOINT ANNOUNCEMENT - POSTING OF MANDATORY OFFER CIRCULAR AND
SALIENT DATES AND TIMES
Shareholders are referred to the joint firm intention announcement published on SENS on 12
September 2018, wherein shareholders were advised that BMIH would make a mandatory
offer to all shareholders of NUT, save for BMIH ("Mandatory Offer"). Shareholders are
hereby advised that the joint mandatory offer circular will be posted to NUT shareholders
today, 23 October 2018 ("Mandatory Offer Circular").
Accordingly the salient dated and times of the Mandatory Offer are as set out in the table
below. The definitions commencing on page 10 of the Mandatory Offer Circular apply to
these salient dates and times.
Record date in order to be eligible to receive this Friday, 12 October
Circular posted to Nutritional Shareholders and Tuesday, 23 October
announced on SENS on
Mandatory Offer opens at 09:00 on Wednesday, 24 October
Last day to trade in order to be eligible to participate Tuesday, 4 December
in the Mandatory Offer on
NUT Shares trade “ex” the right to participate in the Wednesday, 5 December
Mandatory Offer closes at 12:00 on (Closing Date) on Friday, 7 December
Mandatory Offer Record date, being the final date Friday, 7 December
upon which NUT Shareholders must be recorded in
the NUT Register in order to be eligible to participate
in the Mandatory Offer, on
Mandatory Offer Consideration credited to the within six Business Days of valid
Dematerialised Mandatory Offer Participant’s account acceptance of the Mandatory
at his CSDP or Broker (as the case may be) or bank Offer with the last payment date
accounts of Certificated Mandatory Offer Participants being Monday, 10 December
credited or Mandatory Offer Consideration posted by
cheque to Certificated Mandatory Offer Participants at
the Certificated Mandatory Offer Participant’s own risk
Results of Mandatory Offer to be published on SENS Monday, 10 December
1. All dates and times are subject to amendment by BMIH. Any such change will be
announced on SENS.
2. Certificated NUT Shareholders who wish to participate in the Mandatory Offer are
required to complete and return the form of acceptance, surrender and transfer
(blue) in accordance with the instructions contained in the circular to be received
by the Transfer Secretaries by not later than 12:00 on the Closing Date.
3. Dematerialised NUT Shareholders must notify their CSDP or Broker of their
acceptance of the Mandatory Offer in the manner and time stipulated in the Custody
Agreements governing the relationships between such Dematerialised NUT
Shareholders and the CSDP or Broker.
4. All times indicated above are South African times.
5. The deemed effective date of disposal of NUT Shares by Mandatory Offer
Participants will be the date that the Mandatory Offer Consideration is credited to
the Mandatory Offer Participant’s account or the date that the cheque in payment
of the Mandatory Offer Consideration is posted to the Certificated Mandatory Offer
Participants, as the case may be.
6. Even though the salient dates and times are subject to change, this should not be
regarded as a consent or dispensation for any time periods which may be required
in terms of the Companies Act Regulations, where applicable, and any such
consents or dispensations must be specifically applied for, and granted by the TRP.
7. Share certificates may not be dematerialised or rematerialised between
Wednesday, 4 December 2018 and Friday, 7 December 2018, both dates inclusive.
23 October 2018
Corporate Advisor to NUT and BMIH and Designated Advisor to NUT
Date: 23/10/2018 12:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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