POSTING OF CIRCULAR, INCLUDING A NOTICE OF GENERAL MEETING, RELATING TO THESPECIFIC REPURCHASE BY GRINDROD OF 64 MILLION GRINDROD ORDINARY SHARES AND ACQUISITION OF 1.6 MILLION GRINDROD SHIPPING HOLDINGS LIMITED ORDINARY SHARES
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- Circular and notice of General Meeting
Grindrod shareholders are referred to the announcement dated 21 July 2020, containing details of the specific repurchase of 64 million Grindrod ordinary shares and the acquisition of 1.6 million ordinary shares in Grindrod Shipping Holdings Ltd from Newshelf 1279 (RF) Proprietary Limited ('Transaction').
Shareholders are advised that the Company will be posting a circular today, 7 August 2020, pertaining to the Transaction ('Circular'), which document incorporates a notice of general meeting of shareholders ('General Meeting') to be held at on Monday, 7 September 2020.
Copies of the Circular may be obtained at the Company's registered office (2nd Floor, Grindrod Mews, 106 Margaret Mncadi Avenue, Durban) between 09:00 and 17:00 or from the company secretary by emailing Vicky.Commaille@grindrod.com or from the sponsor, by emailing sanyab@nedbank.co.za between today, Friday, 7 August 2020 to Monday, 7 September 2020, both days inclusive. The Circular will also be available on Grindrod's website (www.grindrod.co.za/Pages/Investor-Relations) from today, 7 August 2020.
- Salient dates and times
Set out below are the salient dates and times pertaining to the implementation of the Transaction:
Date - 2020 | ||
Record date to determine which Shareholders are entitled to receive the Circular containing the Notice of General Meeting | Friday, 31 July | |
Circular distributed to Grindrod Shareholders and announced on SENS | Friday, 7 August | |
Last date to trade to electronically participate in and vote at the General Meeting | Tuesday, 25 August | |
Record date to be eligible to electronically participate in and vote at the General Meeting | Friday, 28 August | |
Where applicable, forms of proxy and/ or electronic participation application forms to be lodged at Transfer Secretaries and/or TMS by 10:00 on | Thursday, 3 September | |
Last date and time for Grindrod Shareholders to give notice to the Company objecting to the special resolution approving the Repurchase, by 10:00 on | Monday, 7 September | |
General Meeting to be held at 12:00 on | Monday, 7 September | |
Results of General Meeting announced on SENS | Monday, 7 September | |
If the Repurchase Resolution is approved by Shareholders at the General Meeting and is not revoked | ||
Last date for Grindrod Shareholders who voted against the Repurchase Resolution to require the Company to seek Court approval for the Repurchase Resolution in terms of section 115(3)(a) of the Act, if at least 15% of the total votes of Grindrod Shares at the General Meeting were exercised against the Repurchase Resolution | Monday, 14 September | |
Last day for the Company to send notice of adoption of the Repurchase Resolution to Dissenting Shareholders, in accordance with section 164(4) of the Act | Monday, 21 September | |
Last day for Grindrod Shareholders who voted against the Repurchase Resolution to apply to Court for leave to apply to the Court for a review of the Repurchase Resolution in terms of section 115(3)(b) of the Act | Monday, 21 September | |
The following dates assume that the Repurchase becomes unconditional, and that the Repurchase Resolution does not require Court approval or a review | ||
Expected unconditional date of the Repurchase | Monday, 7 September | |
Finalisation and implementation announcement published on SENS | Tuesday 8 September | |
Submit delisting application to JSE | Tuesday, 8 September | |
Expected cancellation and delisting date of the repurchased Grindrod Shares | Friday, 11 September |
Notes:
- The definitions and interpretations contained in the Circular apply, mutatis mutandis, to the salient dates and times.
- The above dates and times are subject to amendment. Any such amendment will be published on SENS.
Durban
7 August 2020
Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking
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Grindrod Limited published this content on 07 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 August 2020 07:33:13 UTC