Finalisation announcement in respect of the Offer by
LONG4LIFE LIMITED PROJECT OXYGEN BIDCO PROPRIETARY LIMITED
(Incorporated in the Republic of South Africa) Incorporated in the Republic of South Africa
(Registration number 2016/216015/06) (Registration number 2021/104878/07)
Share code: L4L ISIN: ZAE000243119 ("OMPE Bidco")
("Long4Life" or "the Company")
FINALISATION ANNOUNCEMENT IN RESPECT OF THE OFFER BY OMPE BIDCO TO ACQUIRE ALL THE ISSUED
SHARES OF LONG4LIFE, TO BE IMPLEMENTED BY WAY OF A SCHEME OF ARRANGEMENT
Shareholders are referred to the Firm Intention Announcement relating to the offer by OMPE Bidco to acquire all the issued
shares of Long4Life, published on the Stock Exchange News Service of JSE Limited (“SENS”) on Tuesday, 28 December 2021,
the Offer Circular published on Monday, 31 January 2022 and the announcement disclosing the results of the General Meeting,
published on Monday, 28 February 2022.
At the General Meeting, held on Monday, 28 February 2022, all the resolutions to approve and give effect to the Scheme of
Arrangement, were passed by the requisite majority of Shareholders.
2. Fulfilment of outstanding scheme conditions
The Board and the Independent Board are pleased to announce that all of the Scheme Conditions have now been fulfilled and
that the Scheme has accordingly become unconditional with effect from Friday, 13 May 2022.
3. Scheme Consideration
The Scheme Consideration payable to each Scheme Participant is an amount of R6.2249 per Scheme Share. The aggregate
Scheme Consideration payable to a Scheme Participant (being an amount of R6.2249 multiplied by the number of Scheme
Shares held by the Scheme Participant in question) shall, if there is a fraction of a cent payable to the relevant Scheme
Participant, be rounded off (either up or down, as the case may be), to the closest cent.
4. Updated salient dates and times
The Scheme will be implemented in accordance with the following important dates and times:
Last day to trade, being the last day to trade Long4Life Shares on the JSE in order
Tuesday, 24 May
to participate in the Scheme (Scheme Last Day to Trade)
Suspension of listing of Long4Life Shares on the JSE at the commencement of
Wednesday, 25 May
Scheme Consideration Record date, being the date on which Scheme Participants
must be recorded in the register to receive the Scheme Consideration, by close of Friday, 27 May
Form of Surrender and Transfer (blue) to be lodged with the Transfer Secretaries
by 12:00 on Friday, 27 May
Operative Date on Monday, 30 May
Scheme Consideration to be sent by EFT to Scheme Participants who are
Certificated Long4Life Shareholders and who have lodged their Form of Surrender
and Transfer (blue) with the Transfer Secretaries on or prior to 12:00 on the Monday, 30 May
Scheme Consideration Record Date, on
Dematerialised Scheme Participants to have their accounts (held at their CSDP or
Monday, 30 May
Broker) credited with the Scheme Consideration on
Date for termination of the listing of Long4Life Shares in terms of the Scheme at
the commencement of trade on the JSE Tuesday, 31 May
1. Provided that Shareholders acquire the Shares on or prior to the Scheme Last Day to Trade (Tuesday, 24 May 2022),
Shareholders will be eligible to participate in the Scheme, as the Scheme Consideration Record Date is Friday, 27
2. All times are local times in South Africa.
3. The Scheme Consideration of R6.2249 per Scheme Share will be paid by EFT to Scheme Participants who are
4. The Scheme Consideration of R6.2249 per Scheme Share will be credited to the account of Dematerialised
5. Scheme Participants Certificated Shares may not be Dematerialised or rematerialized after the Scheme Last Day to
5. Responsibility statements
The Independent Board and board of Long4Life, individually and collectively, accept responsibility for the information contained
in this announcement and, to the best of their knowledge and belief, that the information contained in this announcement is true
and that this announcement does not omit anything likely to affect the importance of the information included.
The board of OMPE Bidco, individually and collectively, accepts responsibility for the information contained in this announcement
and, to the best of their knowledge and belief, that the information contained in this announcement is true and that this
announcement does not omit anything likely to affect the importance of the information included.
13 May 2022
Financial adviser and Transaction sponsor to Long4Life
Investec Bank Limited
Legal adviser to Long4Life
Financial adviser to OMPE and OMPE Bidco and sole funder to OMPE Bidco
Rand Merchant Bank (a division of FirstRand Bank Limited)
Legal adviser to OMPE and OMPE Bidco
Cliffe Dekker Hofmeyr Inc.
Date: 13-05-2022 05:02:00
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