SENS Note - 22 April 2013

Posting of Circular to Shareholders

 

  Afrimat Limited                                                                        Infrasors Holdings Limited

  Incorporated in the Republic of South Africa                          Incorporated in the Republic of South Africa

  (Registration number: 2006/022534/06)                               (Registration number: 2007/002405/06)

  Share code: AFT       ISIN: ZAE000086302                            Share Code: IRA     ISIN: ZAE000101507

  (“Afrimat” or “the Company”)                                                  ("Infrasors")

 

 JOINT ANNOUNCEMENT - POSTING OF CIRCULAR

 

1. INTRODUCTION

  Afrimat and Infrasors shareholders are referred to the SENS announcement dated 5 March 2013,

  regarding Afrimat being required to make an unconditional mandatory offer (“the Offer”) to all Infrasors

  minority shareholders as a result of Afrimat’s acquisition of 94 171 108 Infrasors shares, representing

  50.8% of the issued share capital of Infrasors. .

 

  Infrasors shareholders are hereby advised that a circular containing, inter alia, details of the Offer, a form

  of proxy and a form of surrender and transfer (“Circular”) is being posted to Infrasors shareholders today

  and will be available on the Infrasors website at www.infrasors.co.za. Infrasors Shareholders are advised

  to review the Circular for the terms of the Offer.

 

2. IMPORTANT DATES AND TIMES

  The important dates and times relating to the Offer (“Timetable”) are set out below. Words and

  expressions in the Timetable and notes thereto shall have the same meaning as assigned to them in the

  Circular.

 

  Mandatory offer document posted to Infrasors minorities onMonday, 22 April 2013

  Mandatory offer opens at 09:00 onMonday, 22 April 2013

  Finalisation dateFriday, 24 May 2013

  Last day to trade in Infrasors shares in order to participate

  in the mandatory offerFriday, 31 May 2013

  Shares trade “ex” the mandatory offerMonday, 3 June 2013

  Mandatory offer closes at 12:00 onFriday, 7 June 2013

  Record Date to determine which shareholders may accept the

  Mandatory offerFriday, 7 June 2013

  Results of mandatory offer to be released on SENSMonday, 10 June 2013

 

 

  Final (see note 4) offer consideration credited to the offer participant’s

  accounts at his CSDP or stockbroker (as the case may be) in cases where

  the shares surrendered in terms hereof are held by such CSDP or stockbroker

  as nominee for the offer participant onMonday, 10 June 2013

 

  Final (see note 4) cheques posted to or credited to the bank accounts of the

  offer participants (Who hold their shares in their own names) at the offer

  participant’s own risk, in settlement of the offer consideration

  (subject to receipt by the transfer secretaries of the relevant share certificates) on

  or aboutMonday, 10 June 2013

 

Results of the mandatory offer to be published in the press on Tuesday, 11 June 2013

 

Cape Town                                                                             Johannesburg

22 April 2013                                                                          22 April 2013

 

Sponsor and Corporate Advisor to Afrimat: Bridge              Sponsor to Infrasors:

Capital Advisors (Pty) Limited                                              Sasfin Capital (a division of Sasfin Bank Limited)

 

Notes:

 

1.   The definitions and interpretation commencing on page 6 of this circular apply mutatis mutandis to

     the information on salient dates and times.

 

2.   The above dates and times are subject to amendment by the offeror. Any such amendment will be

     released on SENS and published in the press.

 

3.   All times indicated above are South African times.

 

4.   The offer consideration will be credited or posted to shareholders within six business days of receipt

     of the acceptance of the offer by the transfer secretaries.

 

5.   Share certificates may not be dematerialised or rematerialised between, Monday 3 June 2013 and

     Friday, 7 June 2013, both days inclusive.

 

Date: 22/04/2013 05:13:00 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.