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DCT PNC 201701300014A
Datacentrix/Pinnacle - fulfilment of the conditions precedent and finalisation announcement
Pinnacle Holdings Limited
Datacentrix Holdings Limited Incorporated in the Republic of South Africa
Incorporated in the Republic of South Africa Registration number 1986/000334/06
(Registration number: 1998/006413/06) Share Code: PNC
Share code: DCT ISIN: ZAE000184149
ISIN: ZAE000016051 (“Pinnacle”)
(“Datacentrix”)
FULFILMENT OF THE CONDITIONS PRECEDENT AND FINALISATION ANNOUNCEMENT
Datacentrix Shareholders are referred to the announcement released on SENS on Thursday, 10
November 2016 and in the press on Friday, 11 November 2016 wherein they were advised that Pinnacle,
through DCT Holdings (Pty) Ltd (“DCT Holdings”), has made an offer to Datacentrix to acquire 100% of
the issued ordinary share capital of Datacentrix excluding treasury shares and shares that DCT Holdings
already owns (the “Proposed Transaction”), and the Circular which was issued on Thursday, 8 December
2016, containing details of the Proposed Transaction.
Datacentrix Shareholders are also referred to the SENS announcement published on 11 January 2017,
regarding the results of the general meeting (“General Meeting”) in which the special resolutions and the
ordinary resolutions, were passed by the requisite majority of votes of Datacentrix Shareholders present
in person or represented by proxy at the General Meeting.
Capitalised terms used in this announcement that are not otherwise defined, bear the meanings ascribed
to them in the Circular.
Datacentrix Shareholders are advised that the Takeover Regulation Panel has issued a Compliance
certificate in terms of section 121(b)(i) of the Companies Act, 2008 (Act No. 71 of 2008). All conditions
precedent to the Proposed Transaction have therefore been fulfilled, and the important dates and times
are now final and are as follows:
2017
Scheme LDT, being the last day to trade Datacentrix Shares on the Tuesday, 7 February
JSE in order to be recorded in the Register to receive the Scheme
Consideration, on
Suspension of listing of Datacentrix Shares on the JSE to take place Wednesday, 8 February
at the commencement of trade on
Scheme Consideration Record Date, being the date on which Friday, 10 February
Scheme Participants must be recorded in the Register to receive the
Scheme Consideration, by close of trade on
Operative Date of the Scheme on Monday, 13 February
Scheme Consideration to be paid/posted to Scheme Participants who Monday, 13 February
are Certificated Shareholders (provided their form of surrender and
transfer and Documents of Title are received on or prior to 12:00 on
the Scheme Consideration Record Date) on
Scheme Participants who are Dematerialised Shareholders to have Monday, 13 February
their accounts (held at their CSDP or broker) credited with the
Scheme Consideration on
Termination of listing of Datacentrix Shares on the JSE to take place Tuesday, 14 February
at the commencement of trade on
Midrand
30 January 2017
Sponsor to Pinnacle and Transaction Sponsor to Datacentrix
Deloitte & Touche Sponsor Services Proprietary Limited
Legal Adviser to Pinnacle and Datacentrix
TWB
Independent Expert
Mazars Corporate Finance Proprietary Limited
Date: 30/01/2017 11:16:00 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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