Pma / Pmn / Pmap - Primedia Limited - Salient Dates Announcement

Primedia Limited
Incorporated in the Republic of South Africa
Registration number 1993/003355/06
Share code PMA ISIN ZAE000035119
Share code PMN ISIN ZAE000035127
Share code PMAP ISIN ZAE000080529
(“Primedia” or “the company” or “the group”)

SALIENT DATES ANNOUNCEMENT

Shareholders of Primedia ("shareholders") are referred to the announcement published on SENS on 5 July 2007 in which shareholders were advised that a consortium of investors, acting through Red Pen 2 General Trading (Proprietary) Limited ("Newco"), had notified the board of directors of Primedia ("the board") of its firm intention to:

- make an offer to acquire all the ordinary shares ("ordinary shares") and N ordinary shares ("N ordinary shares") in the issued share capital of Primedia; and

- make an offer to acquire all the non-redeemable, cumulative, non-participating preference shares ("preference shares") in the issued share capital of Primedia, (collectively, "Primedia shares"); in accordance with and as contemplated by the Securities Regulation Code on Takeovers and Mergers and the Rules of the Securities Regulation Panel ("SRP") ("SRP Code"), to be effected by way of schemes of arrangement in terms of section 311 of the Companies Act, No 61 of 1973, as amended, proposed by Newco between:

- Primedia and its ordinary shareholders ("ordinary scheme");

- Primedia and its N ordinary shareholders ("N ordinary scheme"); and

- Primedia and its preference shareholders ("preference scheme"), (collectively, "the schemes").

The schemes will be subject to the suspensive conditions as detailed in the announcement dated 5 July 2007.

2. Scheme Meetings

Shareholders are advised that the High Court of South Africa has granted Primedia leave to convene the ordinary scheme meeting, the N ordinary scheme meeting and the preference scheme meeting (collectively, "the scheme meetings"), to be held on Monday, 6 August 2007, at the registered office of Primedia, Primedia Place, 5 Gwen Lane, Sandton, 2196 as follows:

- the ordinary scheme meeting will be held at 09h00;

- the N ordinary scheme meeting will be held at 10h00 or upon the completion of the ordinary scheme meeting whichever is the later; and

- the preference scheme meeting will be held at 11h00 or upon the completion of the N ordinary scheme meeting whichever is the later.

3. Important dates and times

The important dates and times set out below relate to each of the ordinary scheme, N ordinary scheme and the preference scheme and must be read in the context of the particular scheme(s) applicable to you:

2007

Circular to be posted to all shareholders on or about Monday 16 July.

Circular to be available to all shareholders on Primedia`s website (www.primedia.co.za) on Tuesday 17 July.

Last day to trade in Primedia shares on the JSE in order to be recorded on the register to vote at the scheme meetings, by 17h00 on Wednesday 25 July.

Record date for voting to determine those Primedia shareholders entitled to vote at the scheme meetings, by 17h00 on Wednesday 1 August.

Last day to lodge form of proxy for the ordinary scheme meeting, by 09h00 on Thursday 2 August.

Last day to lodge form of proxy for the N ordinary scheme meeting, by 10h00 on Thursday 2 August.

Last day to lodge form of proxy for the preference scheme meeting, by 11h00 on Thursday 2 August.

Forms of proxy may also be handed to the chairperson of the relevant scheme meeting up to 10 minutes before they commence on Monday 6 August.

Ordinary scheme meeting held at 09h00 on Monday 6 August.

N ordinary scheme meeting held at 10h00 or upon the completion of the ordinary scheme meeting whichever is the later on Monday 6 August.

Preference scheme meeting held at 11h00 or upon the completion of the N ordinary scheme meeting whichever is the later on Monday 6 August.

Results of the scheme meetings released on SENS on Monday 6 August.

Results of the scheme meetings published in the South African press on Tuesday 7 August.

Court hearings to sanction the schemes presently scheduled to be at 10h00, or as soon thereafter as counsel may be heard, on Tuesday 14 August.

Results of the Court hearings and final dates published on SENS on Tuesday 14 August.

Results of the Court hearings and final dates published in the South African press on Wednesday 15 August.

Orders of Court sanctioning the schemes registered with CIPRO on or about Thursday 16 August.

In respect of each of the schemes which are sanctioned and are unconditional Last day to trade in Primedia shares in order to be recorded on the register on the record date for the schemes on Friday 24 August.

Expected date for suspension of the listing of the Primedia shares on the JSE, from commencement of trade on the JSE on Monday 27 August.

Record date to participate in the schemes, Record date to participate in the schemes, Friday 31 August.

Last date and time for forms of surrender and transfer to be received by the transfer secretaries (for the purposes of enabling scheme considerations to be paid or credited on the implementation date), by 12h00 on Friday 31 August.

Indicative implementation date of the schemes at the commencement of business on Tuesday 4 September.

Date from which the scheme considerations will be made available or posted to certificated scheme participants (subject to documents of title to Primedia shares having been received on or prior to the record date for the schemes) on Tuesday 4 September.

Scheduled date from which the scheme considerations will be credited/updated to the accounts of the relevant CSDPs or own name registered dematerialised scheme participants, as the case may be, of dematerialised scheme participants on Tuesday 4 September.

Strate Termination of listing of Primedia shares on the JSE, Wednesday 5 September.


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