| Wed 25 Nov 2009, 17:41 | | FVT - Fairvest - Further Information Relating To The Initial Response To The |
|
FVT
FVT
FVT - Fairvest - Further Information Relating To The Initial Response To The
Offer By Rossouw En Van Der Westhuizen (Proprietary) Limited
FAIRVEST PROPERTY HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1998/005011/06)
Share code: FVT ISIN: ZAE000034658
("Fairvest" or "the company")
FURTHER INFORMATION RELATING TO THE INITIAL RESPONSE TO THE OFFER BY ROSSOUW EN
VAN DER WESTHUIZEN (PROPRIETARY) LIMITED
Linked unitholders are referred to the announcement published by Fairvest on
Wednesday, 18 November 2009 ("initial response announcement") wherein linked
unitholders were advised by the board of directors of Fairvest (excluding Mr
Jacques du Toit who is the sole director of the Offeror, and a trustee and a
director of the concert parties) ("Fairvest directors") of their initial
response to the offer which has been made by Rossouw en Van der Westhuizen
(Proprietary) Limited ("Offeror"), together with other parties who are acting in
concert with the Offeror ("concert parties"), to acquire all or any of the
Fairvest linked units held by linked unitholders for an offer consideration of
110 cents per linked unit ("Offer").
In terms of the requirements of the Securities Regulation Code on Take-overs and
Mergers and the Rules of the SRP, the Fairvest directors are required to give
their views on the Offer and to obtain a fair and reasonable opinion from an
independent external adviser on how the Offer affects all linked unitholders,
including specifically, minority linked unitholders. The Fairvest directors have
appointed BDO Spencer Steward Services (Proprietary) Limited ("BDO Spencer
Steward") as the independent external adviser to provide a fair and reasonable
opinion as to whether the terms of the Offer are fair and reasonable to Fairvest
linked unitholders.
The views of the Fairvest directors on the Offer, and the text of the fair and
reasonable opinion from BDO Spencer Steward, will be set out in the circular to
be sent to Fairvest linked unitholders on or about 30 November 2009. BDO Spencer
Steward have determined, based on their valuation procedures, a fair value range
of 140 cents to 152 cents per Fairvest linked unit.
Once the interest component of approximately 5 cents, which has been earned by
linked unitholders in the six month period ended 30 September 2009, is stripped
out of the offer price of 110 cents, the effective offer price is 105 cents. The
30 day volume weighted average price ("30 day VWAP") on a per trade basis as at
16 November 2009 is 107.09 cents. Therefore, the discount of the effective offer
price of 105 cents is 1.95% to the 30 day VWAP as at 16 November 2009.
The Fairvest directors accept responsibility for the information contained in
this announcement and to the best of their knowledge and belief (having taken
all reasonable care to ensure that such is the case) the information contained
in this announcement is in accordance with the facts and does not omit anything
likely to affect the import of the information contained in this announcement.
Durban
25 November 2009
Sponsor
Merchantec Capital
Independent external adviser
BDO Spencer Steward Services (Proprietary) Limited
Date: 25/11/2009 17:41:14 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.