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SOL
SOL
SOL - Sasol - Specific Repurchase By Sasol Of Its Ordinary Shares Held By A
Wholly-Owned Subsidiary And Sasol Limited Annual General Meeting
Sasol Limited
(Incorporated in the Republic of South Africa)
(Registration number 1979/003231/06)
ISIN: ZAE000006896
Share codes:
JSE - SOL
NYSE - SSL
("Sasol")
SPECIFIC REPURCHASE BY SASOL OF ITS ORDINARY SHARES HELD BY A WHOLLY-OWNED
SUBSIDIARY AND SASOL LIMITED ANNUAL GENERAL MEETING
1. Introduction and rationale for the specific repurchase
Sasol Investment Company (Proprietary) Limited ("SIC") acquired ordinary shares
in the share capital of Sasol between 7 March 2007 and 1 October 2008 pursuant
to general authorities granted to Sasol by its shareholders. Currently SIC owns
a total of 40 309 886 Sasol ordinary shares ("treasury shares"), constituting
approximately 6,39% of Sasol`s issued ordinary share capital as at 30 September
2008. The treasury shares have been purchased at an average of R298,92 per
share.
Sasol will request shareholders at its annual general meeting, to approve that
Sasol repurchases 31 500 000 treasury shares from SIC, following which those
shares will be cancelled as issued ordinary shares and restored to the status of
authorised ordinary shares. Subsequent to the specific repurchase, SIC will
continue to own 8 809 886 treasury shares, constituting approximately 1,4% of
Sasol`s issued ordinary share capital as at 30 September 2008.
The specific repurchase of the treasury shares is being implemented in order to
create additional capacity for Sasol or any of its subsidiaries to purchase
ordinary Sasol shares, as and when Sasol shareholders authorise such
repurchases, in accordance with the provisions of the Companies Act 61 of 1973
("Companies Act") and the JSE Listings Requirements.
2. The specific repurchase
Sasol and SIC entered into a Disposal and Acquisition of Shares agreement on 21
October 2008. In terms of that agreement, Sasol will, subject to the approval
of Sasol shareholders and the final approval by two of the directors of Sasol,
acquire 31 500 000 treasury shares from SIC. The acquisition will take effect on
a date to be determined by two of Sasol`s directors, following the fulfilment of
the suspensive conditions (see below), but no later than 31 December 2008. The
shares will be acquired at market value and cancelled upon acquisition.
The specific repurchase will have no financial effect on Sasol or its
shareholders, other than in respect of transaction costs, including securities
transfer tax, that are normally incurred in transactions of this nature. As the
specific repurchase is intra-group, the net cash position of the Sasol group
will not change as a result of the specific repurchase (except for the payment
of the transaction costs and securities transfer tax).
3. Suspensive conditions
The specific repurchase is subject to the passing at the annual general meeting
of Sasol scheduled for 28 November 2008 the special resolution necessary to
implement the repurchase, the subsequent registration of the special resolution
by the Registrar of Companies and approval by two Sasol directors of the
repurchase, following the authority given to them by shareholders and the board
of Sasol. In terms of the JSE Listings Requirements and the provisions of the
Companies Act, SIC will be excluded from voting at the meeting. In terms of the
JSE Listings Requirements Sasol ordinary shares held by the The Sasol Inzalo
Employee Trust and The Sasol Inzalo Management Trust will not have their votes
taken into account for purposes of the approval of the special resolution
regarding the specific repurchase.
4. Notice of annual general meeting
The annual general meeting of members of Sasol will be held at 09:00 on 28
November 2008 at the The Teatro, Mosaiek Lifestyle, Danielle Street (off
Davidson Street), Fairland, Johannesburg, South Africa, to transact the business
stated in the notice of annual general meeting. Notices of annual general
meeting will be mailed to members by no later than 6 November 2008.
30 October 2008
Johannesburg
Issued by sponsor: Deutsche Securities (SA) (Proprietary) Limited
Forward-looking statements: In this document we make certain statements that are
not historical facts and relate to analyses and other information based on
forecasts of future results not yet determinable, relating, amongst other
things, to exchange rate fluctuations, volume growth, increases in market share,
total shareholder return and cost reductions. These are forward-looking
statements as defined in the United States Private Securities Litigation Reform
Act of 1995. Words such as "believe", "anticipate", "intend", "seek", "will",
"plan", "could", "may", "endeavour" and "project" and similar expressions are
intended to identify such forward-looking statements, but are not the exclusive
means of identifying such statements. Forward-looking statements involve
inherent risks and uncertainties and, if one or more of these risks materialise,
or should underlying assumptions prove incorrect, actual results may be very
different from those anticipated. The factors that could cause our actual
results to differ materially from such forward-looking statements are discussed
more fully in our most recent annual report under the Securities Exchange Act of
1934 on Form 20-F filed on 7 October 2008 and in other filings with the United
States Securities and Exchange Commission. Forward-looking statements apply only
as of the date on which they are made, and Sasol does not undertake any
obligation to update or revise any of them, whether as a result of new
information, future events or otherwise.
Date: 30/10/2008 12:16:01 Produced by the JSE SENS Department.
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