Circulars to eXtract shareholders regarding:
- the disposal by eXtract to enX of its Fleet Management and Logistics Division and its Industrial Equipment Division, which is categorised as a disposal in terms of section 112 of the Companies Act;
- the unbundling by eXtract of the enX Consideration Shares to eXtract Ordinary Shareholders by way of a distribution in terms of section 46 of the Companies Act;
- the specific issue of eXtract Ordinary Shares to enX for cash;
- the issue of MCC Preference Shares to enX for cash;
- the restructure of the eXtract Group's debt, including but not limited to the advancement of a loan by the enX Group to MCC;
- an increase in the authorised ordinary share capital of eXtract, the creation of the MCC Preference Shares and the related amendments to their respective memoranda of incorporation;
- the proposed change of name by eXtract to eXtract Group Limited after the Final Completion Date, so as to exclude the word "eXtract" from its name and from the name of any CMPR Subsidiaries which possess or use the "eXtract" name;
- the change of year end from June to August for eXtract's next reporting period; and
- the reconstitution of the eXtract Board post the implementation of the Proposed Transaction;
- a notice convening a general meeting of eXtract Ordinary Shareholders; and
- a form of proxy (for use by Certificated Shareholders and Dematerialised Shareholders with "own-name" registration only).
Circular to eXtract shareholders regarding the proposed Disposal by eXtract of the Excess Assets over a period of 24 months to third parties, such Disposal constituting a category 1 transaction in terms of the JSE Listings Requirements and incorporating:
- a Notice of General Meeting of Shareholders; and
- a Form of Proxy for purposes of the General Meeting for use by Certificated Shareholders and Own Name Dematerialised Shareholders only.