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BJM
BJM
BJM - Barnard Jacobs Mellet Holdings Limited - Finalisation announcement
relating to scheme of arrangement
Barnard Jacobs Mellet Holdings Limited
Incorporated in the Republic of South Africa)
(Registration number 1995/004798/06)
Share code: BJM ISIN: ZAE000014262
("BJM")
FINALISATION ANNOUNCEMENT RELATING TO SCHEME OF ARRANGEMENT
BJM shareholders ("Shareholders") are referred to the announcement released on
the Securities Exchange News Service ("SENS") on 25 October 2010 relating to a
scheme of arrangement in terms of section 311 of the Companies Act, no 61 of
1973, as amended, proposed by FirstRand Limited ("FirstRand") between BJM and
Shareholders ("the Scheme"), in terms of which FirstRand Investment Holdings
(Proprietary) Limited ("FRIHL"), a wholly-owned subsidiary of FirstRand, will
acquire all of the shares in the issued share capital of BJM, for a cash
consideration of R4,50 per ordinary share in BJM ("BJM Shares"), payable by
FirstRand on behalf of FRIHL ("Scheme Consideration").
Shareholders are hereby advised that all regulatory approvals have been received
and suspensive conditions to the Scheme fulfilled. Accordingly, the Scheme will
be implemented as set out in the timetable below.
The salient dates and times of the Scheme are:
Last day to trade in BJM Shares on the Thursday 23 December
securities exchange operated by the JSE 2010
Limited ("JSE") in order to be recorded on
the register on the record date of the
Scheme on
Suspension of listing of BJM Shares on the Friday 24 December
securities exchange operated by the JSE at 2010
the commencement of trade on
Record date of the Scheme on which Friday 31 December
Shareholders must be recorded as such in 2010
the register to receive the Scheme
Consideration by 17:00 on
Operative date of the Scheme at the Monday 3 January
commencement of trade on the JSE on 2011
Payment expected to be transferred Monday 3 January
electronically or posted to certificated 2011
Scheme participants (if document(s) of
title are received on or before 12:00 on
the operative date above) on or about
Monday 3 January
Dematerialised Scheme participants expected 2011
to have their accounts held at their CSDP
or broker credited with the Scheme
Consideration on
Termination of listing of BJM Shares on the Tuesday 4 January
JSE at the commencement of trade on 2011
Notes:
All times referred to in this announcement are South African times and are based
on a 24 hour clock.
No dematerialisation or rematerialisation of BJM Shares may take place after
Thursday, 23 December 2010.
Johannesburg
14 December 2010
Merchant bank and sponsor to FirstRand
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Corporate Advisor to BJM
Deloitte Corporate Finance
Sponsor to BJM
Barnard Jacobs Mellet Corporate Finance (Proprietary) Limited
Independent Sponsor to BJM
Deloitte & Touche Sponsor Services (Proprietary) Limited
Attorneys to FirstRand
Deneys Reitz Attorneys
Attorneys to BJM
Werksmans
Independent expert to BJM
PriceWaterhouseCoopers Corporate Finance (Proprietary) Limited
Date: 14/12/2010 10:31:01 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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