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BSI - scheme of arrangement and delisting
BSI shareholders (“Shareholders”) are referred to the announcement dated 22 December 2017 (“Announcement”) wherein they were advised, inter alia, that the circular (“Circular”) relating to a scheme of arrangement in terms of section 114 of the Companies Act, the delisting of BSI’s shares from the AltX and amendments to the rules of BSI's employee share appreciation right scheme (“Transaction”) was posted to Shareholders on 22 December 2017. The Circular is also available for viewing on the Company’s website at www.bsisteel.com.
Shareholders should note that, whilst the entire Circular is important and should be read in its entirety, particular attention should be paid to:
- the “Action Required By Shareholders” section commencing on page 2 of the Circular;
- paragraph 3 which sets out the terms of the Scheme, which commences on page 17 of the Circular; and
- paragraph 10 of the Circular which deals with the tax implications for Scheme Participants as set on page 26 of the Circular.
Fulfilment of suspensive conditions and important dates and times
All the suspensive conditions to the Transaction, as detailed in the Circular, have now been fulfilled. Due to the Transaction becoming unconditional in accordance with the timetable presented in the Circular and the Announcement, no changes to the timetable are required. The salient dates and times relating to the Transaction therefore remain as follows:
- Last day to trade in Shares in order to participate in the Scheme - Tuesday, 20 February 2018
- Suspension of listing of Shares at the commencement of trade on the exchange operated by the JSE on Wednesday, 21 February 2018
- Scheme Consideration Record Date, being the date by which a Shareholder must be recorded as such in the Register in order for Shareholders to make the Continuation Election and/or the Exit Election in respect of some or all of their Shares and date on which Forms of Election (blue) must be received by 12:00 on Friday, 23 February 2018
- Operative Date - Monday, 26 February 2018
- Scheme Consideration Payment Date, being the date for the settling of the Scheme Consideration - Monday, 26 February 2018
- Date for the termination of listing of the Shares in terms of the Scheme at commencement of trade on the JSE - Tuesday, 27 February 2018
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