- January 9, 2015
- Posted by: admin
- Category: SENS Announcements
HCI shareholders (“HCI Shareholders”) are referred to the announcement released by HCI on SENS on
Monday, 1 December 2014 regarding the specific repurchase of 2,000,000 HCI ordinary shares (“HCI
Shares”) from certain directors of HCI, directors of HCI subsidiary companies and/or associates of such
directors (“Specific Repurchase”).
HCI Shareholders are hereby advised that a circular (“Circular”) has been posted to HCI Shareholders
today containing, inter alia:
– details of the Specific Repurchase;
– details of the repurchase of 5,500,000 HCI Shares from a wholly owned subsidiary of HCI (“Subsidiary Repurchase”);
– a notice convening the general meeting of HCI Shareholders (“General Meeting”); and
– a form of proxy to vote at the General Meeting (for use only by certificated HCI Shareholders and own-name dematerialised HCI Shareholders).
HCI Shareholders are advised that the Specific Repurchase and the Subsidiary Repurchase are subject to the fulfilment of certain conditions precedent as detailed in the Circular, including approval by 75% of HCI Shareholders (excluding related parties) and are advised to review the Circular for a summary of the key terms and conditions of the transactions.
2. NOTICE OF HCI SHAREHOLDERS’ MEETING
The General Meeting will be held in the boardroom at HCI’s office, Suite 801, 76 Regent Road, Sea Point, Cape Town, 8005 at 10:00 on Tuesday, 10 February 2015 to consider and, if deemed fit, pass, with or without modification, the resolutions necessary to implement the Specific Repurchase and the Subsidiary Repurchase.
Notice record date, being the date on which a HCI Shareholder must be Friday, 2 January 2015
registered in the register in order to be eligible to receive the notice of
General Meeting on
Circular posted to HCI Shareholders and notice convening the General Friday, 9 January 2015
Meeting released on SENS on
Last day to trade HCI Shares in order to be recorded in the register to Friday, 23 January 2015
vote at the General Meeting (see note 2 below) on
General Meeting record date, being the date on which an HCI Friday, 30 January 2015
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
Form of proxy in respect of the General Meeting to be lodged for Friday, 6 February 2015
administrative purposes, by 10:00 (or may thereafter be lodged by hand
with the Company prior to 10:00 on Tuesday, 10 February 2015) on
General Meeting held at 10:00 on Tuesday, 10 February 2015
Results of the General Meeting published on SENS on Tuesday, 10 February 2015
Cancellation and delisting of the repurchased HCI Shares on or about Tuesday, 17 February 2015
1. The above dates and times are subject to amendment at the discretion of HCI. Any such amendment will be released on SENS.
2. HCI Shareholders should note that as transactions in HCI Shares are settled in the electronic settlement system used by Strate, settlement of trades takes place five business days after such trade. Therefore, HCI Shareholders who acquire HCI Shares after close of trade on Friday, 23 January 2015 will not be eligible to attend, participate in and to vote at the General Meeting.
3. All dates and times indicated above are South African Standard Times.