Finalisation Announcement in respect of the Scheme of Arrangement to acquire all the Ibex Preference Shares
IBEX INVESTMENT HOLDINGS LIMITED
(Formerly Steinhoff Investment Holdings Limited)
Incorporated in the Republic of South Africa
(Registration number: 1954/001893/06)
JSE share code: IBX ISIN: ZAE000068367
("Ibex" or "the Company")
FINALISATION ANNOUNCEMENT IN RESPECT OF THE OFFER TO IBEX PREFERENCE
SHAREHOLDERS TO ACQUIRE ALL THEIR PREFERENCE SHARES, TO BE IMPLEMENTED BY WAY OF
A SCHEME OF ARRANGEMENT AND SUBSEQUENT DELISTING OF IBEX
Unless the context indicates otherwise, terms used in this announcement bear the same meaning given to
such terms in the Circular referred to in paragraph 1.1 below.
1. INTRODUCTION
Shareholders are referred to the Circular to Shareholders dated Thursday, 2 May 2024, relating to the
offer to Ibex Preference Shareholders to acquire all their Preference Shares by way of a scheme of
arrangement and subsequent Delisting of Ibex.
Shareholders are also referred to the announcement published on SENS on Thursday, 23 May 2024
confirming that all resolutions to approve and give effect to the Scheme were passed by the requisite
majority of Shareholders.
The Board and the Independent Board are pleased to announce that all of the Scheme Conditions
Precedent have now been fulfilled and that the Scheme has accordingly become unconditional with effect
from Monday, 10 June 2024. The TRP has also earlier today issued its compliance certificate in respect
of the Scheme in terms of section 121(b)(i) of the Companies Act.
2. SALIENT DATES AND TIMES
Accordingly, Ibex will proceed with the implementation of the Scheme in accordance with the following
salient dates and times:
Event 2024
Last day to trade Preference Shares(1) in order for Preference Shareholders
to be recorded in the Register on the Scheme Record Date to receive the
Scheme Consideration on Tuesday, 18 June
Suspension of listing of Preference Shares from the Main Board of the JSE
at commencement of trading on Wednesday, 19 June
Last day to deliver Form of Surrender (pink) in respect of the Scheme and
Documents of Title (in order to receive the Scheme Consideration on the
Scheme Operative Date) to be received by the Transfer Secretaries, by
12h00 on Friday, 21 June
Scheme Record Date, being the date and time on which Preference
Shareholders must be recorded in the Register to receive the Scheme
Consideration, by 17h00 on Friday, 21 June
Scheme Operative Date on Monday, 24 June
Dematerialised Scheme Participants to have their accounts (held at their
CSDP or Broker) debited with the Scheme Shares and credited with the
Scheme Consideration on Monday, 24 June
Date of settlement of the Scheme Consideration to be paid electronically to
Certificated Scheme Participants (if the Form of Surrender (pink) in respect
of the Scheme and Documents of Title are received by the Transfer
Secretaries by 12h00 on the Scheme Record Date) on Monday, 24 June
Termination of listing of the Preference Shares on the Main Board of the
JSE at the commencement of trade on Tuesday, 25 June
Notes
(1) For the purpose of being eligible to participate in the Scheme, no Dematerialisation or re-materialisation
of Preference Shares may take place after the last day to trade Preference Shares for the Scheme.
3. RESPONSIBILITY STATEMENT
The Independent Board and the Board, individually and collectively, accept full responsibility for the
accuracy of the information contained in this announcement which relates to Ibex, the Scheme and the
Delisting, and certify that, to the best of their knowledge and belief, such information is true and this
announcement does not omit any facts that would make any of the information false or misleading or
would be likely to affect the importance of any information contained in this announcement. The
Independent Board and the Board have made all reasonable enquiries to ascertain that no facts have
been omitted and this announcement contains all information required by law, the Companies Act and
the Listings Requirements.
Cape Town
10 June 2024
Financial Advisor and Transaction Legal Advisor Independent Professional
Sponsor Expert
Investec Bank Limited CDH BDO
Date: 10-06-2024 10:30:00
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