Business Connexion (BCX) shareholders have voted in favour of Telkom`s acquisition of the group.
At a scheme meeting held at BCX`s head office in Midrand this morning, 45 scheme members holding about 139.65 million BCX shares - 99.58% of exercisable votes or 55.47% of the scheme shares - voted in favour of the scheme of arrangement.
Out of a total of 250.48 million scheme shares, 57 scheme members holding about 140.22 million BCX shares, were either present or represented by proxies.
A scheme of arrangement is a means of making an acquisition. Ordinarily if a bid is accepted by shareholders owning more than 90% of a company, the bidder can force remaining shareholders to accept the offer on the same terms.
However, a scheme of arrangement, which is subject to court sanction, allows a buyer to acquire a company with the approval of just 75% of shareholders at a scheme meeting.
Telkom offered R9 per BCX share, plus a 25c dividend per share to be paid by BCX.
Court sanction
The meeting`s chairman, attorney Andrew Mitchell, told the meeting that the deal remained subject to court sanction, the registration of a court order, approval by competition authorities and approval, where necessary, from other regulatory authorities.
BCX was expected to apply for court sanction on 20 June.
According to previous notices, if the court sanctions the scheme, trade in the BCX share will be suspended on 21 August and the JSE listing is to be terminated on 29 August.
Mitchell said if the remaining conditions were not met by 10 August, the dependent dates would be delayed accordingly.
If the conditions were not fulfilled by 15 December, the scheme would be deemed to have failed, unless Telkom and BCX agreed in writing to a later date.
The meeting proceeded uneventfully, lasting just under an hour, with only two shareholders making comments or asking questions.
The BCX share was trading unchanged at R8.20 late this morning, while Telkom was R1.20 or 0.9% up at R129.
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