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BRIKOR LIMITED - Finalisation Announcement

Release Date: 10/01/2024 11:00
Code(s): BIK     PDF:  
Wrap Text
Finalisation Announcement

BRIKOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/013247/06)
(Share Code: BIK ISIN Code: ZAE000101945)
("Brikor" or "the Company")

Finalisation Announcement

1. INTRODUCTION

   Shareholders are referred to the Firm Intention Announcement released on SENS on
   12 September 2023 ("Firm Intention Announcement") and the further announcements
   dated 16 October 2023 and 10 October 2023 in which it was advised that Nikkel Trading 392
   (Pty) Limited ("Nikkel Trading") had acquired additional Brikor shares at a price of 17 cents
   per Brikor share so that Nikkel Trading now owns 68.01% of the entire issued share capital of
   Brikor.

   In the Firm Attention Announcement shareholders were advised that as Nikkel Trading
   acquired more than 35% of the entire issued share capital of the Company, Nikkel Trading is
   required to make a mandatory offer to all the remaining shareholders of the Company
   ("Mandatory Offer") pursuant to section 123 of the Companies Act, No.71 of 2008
   ("Companies Act"), for a cash offer consideration of 17 cents per Brikor ordinary share.

  Shareholders are referred to the SENS announcement dated 1 December 2023 advising
  shareholders that the offer circular in relation to the Mandatory Offer has been distributed to
  shareholders and the announcement released on SENS on 4 December 2023 confirming the
  Mandatory Offer is unconditional. Shareholders are further advised that the TRP will issue the
  compliance certificate in terms of section 121(b)(i) of the Companies Act after close of the
  Mandatory Offer on Friday, 19 January 2024.


2. TIMETABLE

The timetable relating to the Mandatory Offer is set out below:
                                                                                           2024

 Last day to trade for Shareholder wishing to accept the Offer             Tuesday, 16 January

 Shares trade "ex" the Offer                                             Wednesday, 17 January

 Record Date for Shareholders to accept the offer                           Friday, 19 January

 Closing Date of Offer at 12:00 on                                          Friday, 19 January

 TRP compliance certificate expected on                                     Friday, 19 January

 Results of Offer to be announced on SENS                                   Monday, 22 January

 Last Payment Date                                                          Monday, 22 January

Notes:

•     Certificated Shareholders are required to complete and return the attached Form of
      Acceptance (pink) in accordance with the instructions contained therein to be received by
      the Transfer Secretaries by no later than 12:00 on the Closing Date.
•     No Dematerialisation or rematerialisation of Shares will take place between the trading ex-
      date, Wednesday, 17 January 2024 and the Record Date for the Offer, Friday, 19 January
      2024 (both days inclusive).
•     Offerees should note that acceptance of the Offer will be irrevocable.
•     All times referred to in this Circular are references to South African Standard Time.
•     In accordance with regulation 102(12) of the Takeover Regulations, the Offer Consideration
      must be settled within six Business Days after the later of: (i) the Finalisation Date; and
      (ii) acceptance thereof by a holder. Accordingly, the latest Payment Date will be by no later
      than Monday, 22 January 2024.


3. DIRECTORS RESPONSIBILITY STATEMENT

    3.1 Nikkel Trading, insofar as the information in this Announcement relates to Nikkel Trading:
                • accepts full responsibility for the accuracy of the information contained in this
                    Announcement;
                • confirms that, to the best of its knowledge and belief, the information in this
                    Announcement is true and correct; and
                • confirms that this Announcement does not omit anything likely to affect the
                    importance of the information disclosed.

    3.2 The Brikor Independent Board, insofar as the information in this Announcement relates to
          Brikor:
                • accepts full responsibility for the accuracy of the information contained in this
                    Announcement;
                • confirms that, to the best of its knowledge and belief, the information contained
                    in this Announcement is true and correct; and
                • confirms that this Announcement does not omit anything likely to affect the
                    importance of the information disclosed.

10 January 2024
Nigel

Designated Advisor
Exchange Sponsors

Date: 10-01-2024 11:00:00
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