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Lapse of sale of shares by major shareholders, update on iBLOOM transaction, update on postponement of GM
Imbalie Beauty Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2003/025374/06)
(Share Code: ILE ISIN: ZAE000165239)
("Imbalie Beauty" or "the Company")
____________________________________________________________________________
LAPSE OF SALE OF SHARES BY MAJOR SHAREHOLDERS, UPDATE ON IBLOOM
TRANSACTION, UPDATE ON POSTPONEMENT OF GENERAL MEETING AND
WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
1. Sale of shares by major shareholders
Shareholders are referred to the SENS announcements dated 28 June 2021,
3 August 2021, 15 September 2021, 28 October 2021 and 3 December 2021 in which it
was announced that Holistics Remedies (Pty) Ltd, SA Madiba Investments (Pty) Ltd,
Unihold Group (Pty) Ltd and Esna Colyn ("Major Shareholders”), who are major
shareholders and/or directors of Imbalie Beauty, entered into a written sale of shares
agreement ("Sale of Shares Agreement"), dated 24 June 2021, with Shenver Investments
(Pty) Ltd and Baxfex (Pty) Ltd (collectively the "Purchasers"), to sell some of their shares
in Imbalie Beauty (“Subject Shares”) to the Purchasers.
Shareholders are advised that the Sale of Shares Agreement has lapsed as certain of the
suspensive conditions to which it is subject have not been fulfilled and accordingly the
Sale of Shares Agreement is not to be implemented.
The Major Shareholders have however been approached by an investor who has indicated
his desire to purchase the Subject Shares at the same consideration from the Major
Shareholders. Shareholders will be advised once the new sale of shares agreement has
been entered into.
2. Update on iBLOOM transaction and postponement of general meeting
Shareholders are also referred to the SENS announcement dated 6 July 2021 in which it
was announced that Imbalie Beauty entered into a written sale of shares and claims
agreement ("Disposal Agreement"), dated 24 June 2021, with iBLOOM (Pty) Ltd
("iBLOOM"), in terms of which Imbalie Beauty sold to iBLOOM all its shares in and claims
against the wholly owned subsidiaries of Imbalie Beauty. Shareholders are also referred
to the circular sent to shareholders on 3 November 2021.
The Sale of Shares Agreement and the Disposal Agreement were entered into as one
indivisible transaction and, if the Sale of Shares Agreement terminates, the Disposal
Agreement automatically lapses.
In light of the potential new disposal of the Subject Shares as contemplated in paragraph
1. above, Imbalie Beauty and iBLOOM have agreed to enter into a written revival
agreement (“Revival Agreement”), pursuant to which Revival Agreement the Disposal
Agreement will be revived.
Imbalie Beauty has therefore determined that the postponed general meeting will be held
as detailed below.
Salient dates and details:
ISSUER NAME Imbalie Beauty Limited
TYPE OF INSTRUMENT Ordinary Shares
ISIN NUMBER ZAE000165239
JSE CODE ILE
MEETING TYPE General Meeting
MEETING VENUE Electronic meeting
RECORD DATE – to determine which
shareholders are entitled to receive the
Notice of meeting Friday, 3 December 2021
PUBLICATION/POSTING DATE Wednesday, 15 December 2021
LAST DAY TO TRADE – Last day to trade to
determine eligible shareholders that may
attend, speak and vote at the Meeting Tuesday, 4 January 2022
RECORD DATE- Record date to determine
eligible shareholders that may attend, speak
and vote at the Meeting Friday, 7 January 2022
MEETING DEADLINE DATE (For
administrative purposes, forms of proxy for
the meeting to be lodged by 10:00 on Friday, 14 January 2022
MEETING DATE at 10:00 on Monday, 17 January 2022
PUBLICATION OF RESULTS Monday, 17 January 2022
WEB SITE LINK www.imbaliebeauty.co.za
A notice will be mailed to shareholders on 15 December 2021 informing them of the re-
scheduled general meeting.
3. Withdrawal of cautionary announcement
Shareholders are advised that they no longer need to exercise caution when dealing
in the Company’s securities.
4. Responsibility statement
The Independent Board of Imbalie Beauty and the directors of iBLOOM:
- have considered all statements of fact and opinion in this announcement;
- accept, individually and collectively, full responsibility for the accuracy of the
information given;
- certify that, to the best of their knowledge and belief, there are no omissions of material
facts or considerations which would make any statement of fact or opinion contained
in this document false or misleading;
- have made all reasonable enquiries in this regard; and
- confirm that this announcement contains all information required by the Regulations.
15 December 2021
Woodmead
Designated Advisor
Exchange Sponsors
Date: 15-12-2021 10:43:00
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