Wrap Text
Fulfilment of Outstanding Scheme Condition and Finalisation Announcement
EFFICIENT GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 2006/036947/06)
Share code: EFG ISIN: ZAE000151841
(“Efficient” or “the Company”)
FULFILMENT OF OUTSTANDING SCHEME CONDITION AND FINALISATION ANNOUNCEMENT
1. INTRODUCTION
Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear
the same meanings ascribed thereto in the circular, dated Thursday, 2 April 2020 (“Circular”).
Shareholders are referred to:
1.1 the joint announcement by Efficient and Apis dated 12 March 2020 (“Firm Intention
Announcement”) regarding the terms on which Apis has made an offer to acquire all of the
Scheme Shares, which excludes the 110 333 872 Excluded Shares held by the Remain
Shareholders, being a total of 6 609 259 Scheme Shares, by way of a scheme of arrangement
in terms of section 114 of the Companies Act;
1.2 the announcement by Efficient regarding the distribution of the Circular and the notice
convening the Scheme Meeting, dated 2 April 2020;
1.3 the announcement by Efficient dated 30 April 2020 regarding the impact of COVID-19
restrictions on the Scheme Meeting to be held on 7 May 2020;
1.4 the announcement by Efficient dated 7 May regarding the results of the Scheme Meeting; and
1.5 the Circular.
The Board is pleased to announce that, following receipt from the Panel on 21 May 2020 of a
compliance certificate in terms of section 121(b)(i) of the Companies Act in respect of the Scheme, the
last remaining Scheme Condition to the implementation of the Scheme has now been fulfilled.
2. SALIENT DATES AND TIMES
Shareholders are reminded of the following salient dates and times relating to the Scheme as set out
in the Circular:
2020
Scheme LDT, being the last day to trade Shares on the JSE in order to be
recorded in the Register to receive the Scheme Consideration, on Tuesday, 9 June
Suspension of listing of Shares on the JSE expected to take place at the
commencement of trade on Wednesday, 10 June
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 trade on Friday, 12 June
Date on which the Scheme is implemented Monday, 15 June
Scheme Consideration expected to be paid/posted to Scheme Participants
who are Certificated Shareholders (provided their Forms of Surrender and
Transfer (blue) and Documents of Title are received on or prior to 12:00 on
the Scheme Consideration Record Date) on or about Monday, 15 June
Scheme Participants who are Dematerialised Shareholders expected to
have their accounts (held at their CSDP or broker) credited with the Scheme
Consideration, on or about Monday, 15 June
Termination of listing of Shares on the JSE to take place at the
commencement of trade on or about Wednesday, 17 June
Notes:
1. All aforementioned times are local times in South Africa.
2. Shares may not be dematerialised or rematerialised after the Scheme LDT, which date will be Tuesday,
9 June 2020.
The board of directors of the Company, individually and collectively accepts full responsibility for the
accuracy of the information contained in this announcement. In addition, the board of directors of the
Company certifies that to the best of its knowledge and belief, the information contained in this
announcement solely pertaining to the Company is true and, where appropriate, does not omit anything
that is likely to affect the importance of the information contained herein, and that all reasonable enquiries
to ascertain such information have been made.
Pretoria
2 June 2020
Sponsor to Efficient and Adviser to the Independent Board
Merchantec Capital
Corporate Adviser to Efficient
Bravura Capital
Legal Advisor to Efficient
Adams & Adams
Legal Adviser to Apis
Cliffe Dekker Hofmeyr Inc.
Date: 02-06-2020 09:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.