| Wed 18 Jun 2008, 17:02 | | REM - Remgro Limited - Further cautionary announcement |
|
REM
REM
REM - Remgro Limited - Further cautionary announcement
Remgro Limited
(Incorporated in the Republic of South Africa)
(Registration number 1968/006415/06)
ISIN: ZAE000026480
Share code: REM
("Remgro" or "the Company")
FURTHER CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the cautionary announcements released on SENS
since 19 November 2007, in which Remgro announced that it is considering
a restructuring of the group to split its tobacco assets from its other
interests ("proposed restructuring").
The group currently holds an indirect interest of 10,6% in British American
Tobacco plc ("BAT") through the joint venture vehicle, R&R Holdings SA
("R&R").R&R is a Luxembourg "1929" holding company. The catalyst for the
proposed restructuring is the impending changes in the legal and fiscal
environment in Luxembourg. Luxembourg "1929" holding companies will be abolished
at the end of 2010.
Remgro, together with its joint venture partner Compagnie Financiere Richemont
("Richemont"), has conducted an extensive review of the potential alternatives
for the restructuring and has engaged with several regulators, including the
South African Revenue Services ("SARS"), the South African Reserve Bank ("SARB")
and The National Treasury in this regard.
Shareholders are also referred to the announcement released by Richemont on 22
May 2008 wherein it proposed to separate Richemont into two entities: a luxury
business, headquartered in Switzerland, and an investment vehicle which is
currently proposed to be based in Luxembourg and structured as an investment
fund. In addition to retaining their shares in the luxury goods business, it is
envisaged that Richemont unitholders would receive shares in the investment
vehicle and would be able to receive the substantial part of their interest in
the BAT shares directly.
In order to provide Remgro shareholders with access to the same investment
vehicle mentioned above, it is envisaged that Remgro would contribute a portion
of its interest in BAT to the investment vehicle in return for shares. All
Remgro`s remaining BAT shares, representing the overwhelming majority of its
interest in BAT, would be distributed directly to shareholders. The shares in
the investment vehicle would be distributed to Remgro shareholders together with
the BAT shares.
Discussions are in progress with BAT, which has provided a commitment, if so
requested, to apply for a secondary listing of its shares on the JSE Limited.
This would facilitate the holding of BAT shares by South African residents.
The plans for this possible restructuring remain subject to, inter alia, further
review, board approval, regulatory approvals and shareholder approval to
implement the desired outcome. There can be no certainty that the proposed
restructuring as outlined above or any modified proposals will be put forward
for approval or that such a restructuring would actually take place.
A further announcement will be made when appropriate. No further comment will
be made until such time.
Shareholders are advised to continue to exercise caution when dealing in their
securities, until a further announcement is made.
18 June 2008
Stellenbosch
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Attorneys
Hofmeyr Herbstein & Gihwala Inc
Date: 18/06/2008 17:02:01 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.
