| Thu 1 Nov 2007, 10:31 | | GMB - Glenrand M I B Limited - Disposal of The Bus |
|
GMB
GMB
GMB - Glenrand M I B Limited - Disposal of The Business Of Glenrand M I B
Benefit Services (Proprietary) Limited and cautionary announcement
GLENRAND M I B LIMITED
(A Licensed Financial Services Provider)
(Incorporated in the Republic of South Africa)
(Registration number 1997/008001/06)
Share code: GMB & ISIN: ZAE000078010
("Glenrand M I B" or "the Company")
DISPOSAL OF THE BUSINESS OF GLENRAND M I B BENEFIT SERVICES (PROPRIETARY)
LIMITED AND CAUTIONARY ANNOUNCEMENT
INTRODUCTION
Glenrand M I B shareholders are referred to the announcement issued by the
Company and published on the Securities Exchange News Service ("SENS") on
Thursday, 28 June 2007, in which the Company announced the conclusion of a
Sale of Shares Agreement dated 27 June 2007 ("the Agreement") which
incorporated, inter alia, the sale by Glenrand M I B of 100% of the issued
share capital in Glenrand M I B Benefit Services (Pty) Limited ("Benefit
Services") ("the Disposal"). The effective date of the Disposal was to be the
first business day after the day on which the last remaining suspensive
condition was to be fulfilled, which included:
- the approval by the Registrar of Pension Funds of the change of control
in respect of the Section 13B licence held within Benefit Services and/or
its subsidiaries; and
- the approval by the Registrar of Long-Term Insurance of the change of
control of Ten-50-Six Life Limited ("Ten-50-Six"), a subsidiary of
Benefit Services.
The Agreement provided for the completion of the suspensive conditions by no
later than 31 October 2007, unless both parties agreed to an extension.
NON-FULFILMENT OF THE REMAINING SUSPENSIVE CONDITIONS
Shareholders are advised that the Financial Services Board ("the FSB") has
been conducting in-depth reviews ("the FSB review") relating to the current
operational capacity of Benefit Services. The main focus of the FSB review
has been on addressing the known fund administration and accounting backlogs.
It is expected that the FSB review would require that the fulfilment date of
the remaining suspensive conditions be extended to January 2008 as a minimum.
The postponement of the regulatory approval process has resulted in Canyon
Springs Investments 12 (Pty) Limited ("Canyon Springs") and the Company
agreeing that the parties do not wish to extend the term for the fulfilment of
the remaining suspensive conditions due to the potential loss of commercial
opportunities during the waiting period and the Disposal has therefore failed
to reach completion.
DISPOSAL OF THE BUSINESS OF BENEFIT SERVICES
The provision of retirement fund consulting and administration services is no
longer a component of Glenrand M I B`s core business strategy. Accordingly,
the Company announces that it is continuing the process of disposing of its
interests in Benefit Services. The Disposal will entail, inter alia:
- a disposal and/or transfer of the book of retirement fund administration
business in respect of the section 13B licence operated within Benefit
Services under the provisions of the Pension Fund Act, and
- the transfer of assets managed by Ten-50-Six, a subsidiary of Benefit
Services.
STRATEGY REGARDING BENEFIT SERVICES
It is the Company`s intention to transfer retirement fund administration
mandates to a S13B administrator of good standing with the FSB and sufficient
gravitas in the market. Comprehensive communication will be entered into with
all stakeholders, including trustees of retirement funds, to include them in
the proposed action. The selection criteria for the intended administrator
include the ability to introduce appropriate management capacity and the
intention is to ensure that we restore service delivery to our clients to
appropriate levels.
Whilst Glenrand M I B was precluded from entering into negotiations until the
remaining suspensive conditions of the Agreement with Canyon Springs were
satisfied, the Company has received a letter of intent from ABSA Consultants
and Actuaries (Pty) Limited relative to the transfer of the fund
administration mandates onto their S13B license, which Glenrand M I B will
pursue. It is intended that these discussions will be concluded by 30
November 2007.
Simultaneously, the Company intends transferring the assets currently held by
Ten-50-Six to a reputable balance sheet through Advantage Asset Managers (Pty)
Limited, who has issued a letter of intent to that effect.
The approval of the FSB will be required to give effect to the proposed
arrangements.
Glenrand M I B reaffirms its fiduciary duties towards its clients as its first
priority, and in particular to the members of retirement funds under the
management of Benefit Services and will continue to accept responsibility to
address the fund administration and related backlogs and to safeguard members`
interests during the transfer of the businesses.
CAUTIONARY ANNOUNCEMENT
Further to the above, Glenrand M I B shareholders are advised to exercise
caution when dealing in the Company`s securities until a further announcement
is made.
Randburg
1 November 2007
Investment Bank and Sponsor
Nedbank Capital
Date: 01/11/2007 10:31:36 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
