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GDF
GDF
GDF - Gold Reef Resorts - Response To Press Reports Regarding An Alleged Offer
By The Tsogo Sun Group ("Tsogo") For Gold Reef
GOLD REEF RESORTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1989/002108/06)
JSE share code: GDF & ISIN: ZAE000028338
("Gold Reef")
RESPONSE TO PRESS REPORTS REGARDING AN ALLEGED OFFER BY THE TSOGO SUN GROUP
("TSOGO") FOR GOLD REEF
With reference to recent media reports, Gold Reef provides the following
information:
1. A comprehensive formal process was conducted by the Board for the purpose
of soliciting the highest offer for Gold Reef;
2. At no stage during this process did the Board receive an offer of R34.50
from Tsogo for Gold Reef;
3. At no stage during the process did the Board receive a firm intention to
make an offer from Tsogo for Gold Reef;
4. Tsogo did not table a competing offer at or before the scheme meeting which
was held for shareholders to consider the Scheme of Arrangement between
Fluxrab Investments No 159 (Proprietary) Limited ("BidCo") and the
shareholders of Gold Reef other than Aldiss Investments (Proprietary)
Limited ("Aldiss") in terms of which BidCo offered to acquire all the Gold
Reef shares held by shareholders, other than the shares held by Aldiss
("the Scheme");
5. Tsogo did not intervene at the High Court of South Africa on the day on
which the Scheme was sanctioned;
6. The Scheme was approved and accepted by 99.99% of the shareholders present
and voting at the scheme meeting convened for such purpose. The Scheme was
sanctioned by the High Court of South Africa. The Order of Court
sanctioning the scheme has been registered by the Registrar of Companies;
and
7. The Offer remains the highest binding fully funded proposal received for
Gold Reef.
The directors of Gold Reef take full responsibility for the contents of this
press announcement. In doing so they confirm that they
- have considered all statements of fact made and opinions expressed herein;
- accept, individually and collectively, full responsibility for all
statements made herein; and
- consider that, to the best of their knowledge and belief, no material facts
or considerations have been omitted, the omission of which would make any
statement of fact or opinion contained herein false or misleading and that
they have made all reasonable enquiries to ascertain such facts.
Gold Reef is currently in discussion with the Securities Regulation Panel
in connection with the matters raised in these press reports.
11 January 2008
Transaction Sponsor
Merrill Lynch South Africa (Pty) Limited
Sponsor
Nedbank Capital
Date: 11/01/2008 16:59:47 Produced by the JSE SENS Department.
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