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PMA PMAP PMN
PMA
PMA / PMN / PMAP - Primedia - Withdrawal Of Appeal By Prudential Portfolio
Managers (Proprietary) Limited To The Ruling Of The Executive Committee
Of The Securities Regulation Panel
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")
WITHDRAWAL OF APPEAL BY PRUDENTIAL PORTFOLIO MANAGERS (PROPRIETARY) LIMITED
TO THE RULING OF THE EXECUTIVE COMMITTEE OF THE SECURITIES REGULATION PANEL
Shareholders are referred to announcements by the Securities Regulation
Panel ("SRP") dated 18 July 2007 and Primedia dated 17 July 2007.
In the latter announcement, Primedia advised that an appeal had been lodged
by Prudential Portfolio Managers (Proprietary) Limited ("Prudential")
against the ruling of the Executive Committee of SRP regarding the schemes
of arrangement in terms of Section 311 of the Companies Act No 61 of 1973
proposed by a consortium of investors led by the Mineworkers Investment
Company(Proprietary) Limited, the Isaac Kirsh Family Trust No. 2, the
William Kirsh Family Trust and, if applicable, their respective family
entities (collectively "the Consortium"), acting through Red Pen 2 General
Trading (Proprietary) Limited ("Newco"), to acquire the entire issued
ordinary and N ordinary share capital of Primedia. This ruling stated inter
alia, "that the proposed offer by the Consortium complies with Rule 11.1 of
the Rules in that the intended offer prices made for the ordinary and N
ordinary shares of Primedia are comparable as contemplated in Rule 11.1."
("the ruling").
Prudential has now informed the SRP in writing of the withdrawal of its
appeal against the ruling.
Prudential has advised that it still intends to appeal the award of costs
associated therewith.
As announced on 18 July 2007, other interested parties with locus standi
will still be afforded the opportunity to make additional or new written
and/or oral submissions to the SRP in accordance with the timetable outlined
in that announcement.
Sandton
23 July 2007
Transaction arranger and debt advisor to Newco
Capitau Advisory Limited
Merchant bank to Newco and transaction sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Legal advisor to Newco
MJ King Inc.
M & A Tax, Corporate Law and Competition advisors to Newco
KPMG Services (Proprietary) Limited
Investment bank, independent expert and sponsor to Primedia
Investec Bank Limited
Legal advisor to Primedia
Edward Nathan Sonnenbergs Inc.
Reporting accountants and auditors of Primedia
Deloitte & Touche
Date: 23/07/2007 17:26:21 Produced by the JSE SENS Department.
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