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Distribution of Circular to Invicta Ordinary Shareholders and Notice of General Meeting
Invicta Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1966/002182/06)
Ordinary Share code: IVT Ordinary Share ISIN ZAE000029773
Preference Share code: IVTP Preference Share ISIN: ZAE000173399
(“Invicta” or the “Company”)
DISTRIBUTION OF CIRCULAR TO INVICTA ORDINARY SHAREHOLDERS AND NOTICE OF GENERAL MEETING
1. Distribution of Circular
Invicta ordinary shareholders (“Ordinary Shareholders”) are hereby advised that the Company will be
distributing a circular (“Circular”) pertaining to the conversion of the par value ordinary shares of the
Company into no par value ordinary shares, the increase in the authorised ordinary share capital of the
Company and the related amendments to the Company’s memorandum of incorporation (“Proposed
Amendments”) today, Friday, 22 April 2022.
Copies of the Circular may be obtained at the Company’s registered office, 3 Droste Crescent, Droste
Park, Extension 7, Johannesburg, 2094 (“Registered Office”) between 09:00 and 17:00 or by emailing
legal@invictaholdings.co.za between today, Friday, 22 April 2022 to Tuesday, 24 May 2022, both days
inclusive. The Circular will also be available on Invicta’s website
(https://www.invictaholdings.co.za/circulars-to-shareholders/) from today, Friday, 22 April 2022.
2. Notice of general meeting
The Circular incorporates a notice of general meeting of Ordinary Shareholders to be held at 10:00 on
Tuesday, 24 May 2022 via electronic communication for the purpose of considering and, if deemed fit,
passing with or without modification, the resolutions required to be approved by Ordinary Shareholders
in order to, inter alia, authorise and implement the Proposed Amendments.
3. Salient dates and times
Set out below are the salient dates and times pertaining to the implementation of the Proposed
Amendments. The definitions and interpretations contained in the Circular apply mutatis mutandis to the
below salient dates and times (unless the context requires otherwise).
2022
Notice record date, being the date in which an Ordinary Shareholder
must be registered in the Register in order to be eligible to receive the
Notice of General Meeting Friday, 8 April
Circular and the Notice of General Meeting and Form of Proxy (grey)
distributed to Ordinary Shareholders on Friday, 22 April
Announcement of distribution of the Circular and Notice of General
Meeting released on SENS and the A2X News Service on Friday, 22 April
Announcement of distribution of the Circular and Notice of General
Meeting published in the press on Monday, 25 April
Last day to trade Ordinary Shares in order to be recorded in the
Register to vote at the General Meeting (see note 3 below) on Tuesday, 10 May
Record date of the General Meeting, being the date on which an
Ordinary Shareholder must be registered in the Register in order to be
eligible to attend and participate in the General Meeting and to vote
thereat, by close of trade on Friday, 13 May
For administrative reasons, Forms of Proxy (grey) in respect of the
General Meeting to be lodged at or received by the Transfer
Secretaries by no later than 10:00 on Friday, 20 May
General Meeting of Ordinary Shareholders held at 10:00 on Tuesday, 24 May
Results of the General Meeting published on SENS and the A2X News
Service on Tuesday, 24 May
Results of the General Meeting published in the press on Wednesday, 25 May
Notes:
1. All dates and times indicated above are South African Standard Time.
2. The above dates and times are subject to amendment at the discretion of the Company. Any such
amendment will be released on SENS and the A2X News Service.
3. Ordinary Shareholders should note that as transactions in Ordinary Shares are settled in the
electronic settlement system used by Strate, settlement of trades takes place three business days
after such trade. Therefore, Ordinary Shareholders who acquire Ordinary Shares after close of trade
on Tuesday, 10 May 2022 will not be eligible to attend, participate in and vote at the General Meeting.
22 April 2022
Investment Bank, Corporate Advisor and Transaction Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited
Legal Advisor
Bernadt Vukic Potash and Getz Attorneys
Date: 22-04-2022 08:00:00
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