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Pinnacle - AGM notice and change of name
Shareholders are advised that the annual report, which includes the director’s report, the audit committee report, the audited financial statements for the year ended 30 June 2016, and the notice of AGM, is being distributed to shareholders today, Friday 30 September 2016.
There has been no change from the reviewed condensed consolidated preliminary financial results for the year ended 30 June 2016, that were released on SENS on 6 September 2016. Shareholders are further advised that the Integrated Annual Report, incorporating the reports as described above, together with the Corporate Governance and Sustainability Reports, and the notice of the AGM, is available on the Pinnacle website, http://www.pinnacleholdings.co.za/index.php/investor- relations/download-reports/june-2016
Notice is hereby given that the AGM of the Company will be held on Friday, 25 November 2016 at 12:00 (South African time), at the registered offices of Pinnacle Holdings Limited at “The Summit”, 269 16th Road, Randjespark, Midrand to transact business as stated in the notice of AGM, which forms part of the 2016 Annual Report.
The salient dates and times for the AGM are set out below.2016
- Record date to receive notice of AGM Friday, 23 September
- Notice of AGM to be posted to shareholders and announced on SENS on Friday, 30 September
- Last day to trade to be recorded in the register on the record date for participation in the AGM Tuesday, 15 November
- Record date to participate in and vote at the AGM Friday, 18 November
- Last day for lodging forms of proxy at 12:00 on Wednesday, 23 November AGM at 12:00 on Friday, 25 November
- Results of AGM released on SENS on Friday, 25 November
Change of name
The resolutions set out in the notice of AGM,include, inter alia, the proposed change of name of the Company to Alviva Holdings Limited and consequential amendments to the Company’s Memorandum of Incorporation.The traditional main business of Pinnacle is that of the manufacture and distribution of information communication technology (“ICT”) hardware and software. The Group’s current strategy is to continue its well–established track record of consistent growth by expanding its product range and footprint beyond the narrower confines of the ICT distribution sector and further beyond the borders of South Africa. The Group has made acquisitions in ICT services and solar technology solutions and has an established finance business. It has augmented its strategic direction with a majority investment into Datacentrix Holdings Limited, a large value–added services and managed services provider. In order to distinguish the listed entity from some of its subsidiaries that bear the name “Pinnacle” and given that the Group is expanding beyond its pure ICT distribution roots, it believes it is time to change its name to a name that identifies with its new strategy of being an international holding company that operates in a number of technology sectors across the globe.After reviewing various options for the new name of the Company, the Board decided on Alviva Holdings Limited. The name “Alviva” is derived from the word “aviva”, meaning spring and originating from the word ”viva”, meaning to breathe new life into something.
Implementation of the change of name
The proposed new name has been reserved by the Companies and Intellectual Property Commission (“CIPC”). The abbreviated name of the Company for the purposes of the JSE trading system will be “Alviva”, the JSE alpha code will be “AVV” and the new ISIN will be ZAE000227484.
For a period of not less than one year, the Company will reflect the former name Pinnacle Holdings Ltd. in brackets beneath the new name of Alviva Holdings Ltd. on all documents of title. The change of name will result in the certificated shareholders of the Company having to exchange their existing share certificates for new share certificates reflecting the new name of the Company.
The salient dates and times for the proposed change of name are set out below.
- Results of AGM regarding name change published in the press on Monday, 28 November2016
- Special resolution in respect of the change of name expected to be registered by CIPC by no later than Thursday, 23 February 2017
- Finalisation date in respect of the change of name of the Company Tuesday, 28 February 2016
- Last day to trade in Pinnacle shares in respect of the change of name of the Company Tuesday, 7 March 2017
- Listing of and trading in new shares on the JSE under JSE code AVV and ISIN: ZAE000227484 from commencement of business on or about Wednesday, 8 March 2017
- Record Date Friday, 10 March 2017
- Date of issue of new replacement share certificates Monday, 13 March 2017
- Dematerialised shareholders will have their accounts at their CSDP or broker updated on Monday, 13 March 2017
The salient dates and times for the proposed specific repurchase of ordinary shares are set out below.
- Record date to determine which shareholders are entitled to receive the 2016 Annual Report (incorporating the Notice of 2016 AGM and the Circular to shareholders relating to the Specific Repurchase) on Friday, 23 September 2016
- Specific Repurchase Tranche 1 announcement published on SENS on Friday, 30 September 2016
- 2016 Annual Report (incorporating the Notice of 2016 AGM and the Circular to shareholders relating to the Specific Repurchase) distributed to shareholders on Friday, 30 September 2016
- Specific Repurchase Tranche 1 announcement published in the South African press on Monday, 3 October 2016
- Last day to trade for shareholders to be recorded in the register on the record date Tuesday, 15 November 2016
- Record date to determine which shareholders are entitled to participate in and vote at the 2016 AGM on Friday, 18 November 2016
- Last date and time (12:00) by when forms of proxy must be submitted to the Company Wednesday, 23 November 2016
- 2016 AGM held at 12:00 on Friday, 25 November 2016
- Results of the 2016 AGM published on SENS on Friday, 25 November 2016
- Results of the 2016 AGM published in the South African press on Monday, 28 November 2016
- Specific Repurchase Tranche 1 implemented on Wednesday, 30 November 2016
- Specific Repurchase Tranche 1 shares de-listed from the JSE on Friday, 02 December 2016
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Pinnacle - charges against customer
Pinnacle shareholders are advised that Pinnacle Micro (Pty) Ltd., a major subsidiary of Pinnacle, previously trading as “Pinnacle Africa”, has been mentioned in the charging and court appearance of Brigadier-General Leon Eggers (“Eggers”) of the South African Defence Force (the “Department”).
Eggers is accused of favouring Pinnacle Africa and another supplier in the award of business, by using his official position to obtain from them private gifts or benefits for himself during the performance of his duties.
Pinnacle Africa dealt with Eggers and the Department over a number of years and in the same manner as any other customer. Pinnacle Africa networks with its customers and invites customers to many events, including sporting events, at Pinnacle Africa’s expense. Pinnacle Africa has never requested nor expected nor received, any special treatment or favours from any of its customers, in return for any such entertainment provided by it, and it would never do so.
Pinnacle will keep shareholders informed of any developments in this matter.
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Pinnacle
Pinnacle shareholders are referred to the update SENS announcement issued by Datacentrix Holdings Ltd. (“Datacentrix”), a subsidiary of Pinnacle, on 21 September 2016, regarding legal proceedings against Datacentrix (Pty) Ltd., a wholly-owned subsidiary of Datacentrix, details of which are set out in the Datacentrix SENS announcement.
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Pinnacle - release date of final results
Pinnacle advises shareholders that it intends releasing its financial results on the afternoon of Tuesday, 6 September 2016.
The annual investor presentation will take place as follows:
7 September 2016, Johannesburg, JSE Auditorium at 13h00
Shareholders can join a live webcast on the 7 September 2016, starting at 13h00 (with registration from 12h40) at www.pinnacleholdings.co.za or by following the URL www.corpcam.com/Pinnacle07092016
A delayed version of the webcast will made available shortly afterwards at the same address.
Investor presentations will be made available under the investor section of the Pinnacle website at (www.pinnacleholdings.co.za/index.php/investor-relations/download-reports/june-2016).
Shareholders may contact the company via e-mail (info@pinnacle.co.za) for further information as regards the above presentations.
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