| Wed 2 Dec 2009, 17:08 | | ASR - Assore Limited - Assore Second Empowerment Transaction |
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ASR
ASR
ASR - Assore Limited - Assore Second Empowerment Transaction
Assore Limited
(Incorporated in the Republic of South Africa)
(Registration number 1950/037394/06)
Share code: ASR ISIN: ZAE000017117
("Assore")
The proposed introduction of additional black empowerment ownership in Assore
to increase the aggregate empowerment ownership to 26%
HIGHLIGHTS
- Major second black economic empowerment ("BEE") transaction of approximately
R2.1 billion increases empowerment ownership in Assore from approximately
15.26% to 26.07%
- Broad-based BEE ownership significantly enhanced through Bokamoso Trust
- Communities in and around Assore`s areas of operation to realise immediate
benefits
- Substantial facilitation by Assore through a vendor financed structure with
no
external funding
1. INTRODUCTION
On 10 November 2005, Assore announced that it had entered into a transaction
pursuant to which Shanduka Resources (Proprietary) Limited and Bokamoso Trust
("Assore`s BEE partners") acquired 15.02% of Assore`s then issued ordinary
share
capital ("First Empowerment Transaction"). Due to changes in the total Assore
ordinary shares ("Assore shares") in issue, the First Empowerment Transaction
translates to a current holding of 15.26% in Assore`s current ordinary shares
in
issue of 27 571 653 Assore shares ("Assore current shares").
Since last year and in accordance with the equity ownership targets specified
for mining companies under the Broad-Based Socio-Economic Empowerment Charter
for the South African Mining Industry ("the Charter"), Assore has explored
various opportunities for concluding a second empowerment transaction with the
view to increasing the current level of equity ownership by Assore`s BEE
partners to 26.07%.
On 25 June 2008, Assore announced that it had entered into a transaction
pursuant to which Assore acquired 10.47% of Assore`s then issued ordinary
share
capital from Old Mutual Life Assurance Company (South Africa)Limited through a
warehousing arrangement. These Assore shares were acquired by Assore for the
purposes of concluding a second BEE transaction to increase the equity
ownership
by Historically Disadvantaged South Africans (as such term is defined in the
Charter) ("HDSAs") in Assore from 15.26% to 26.07%.
Assore is pleased to announce that it has entered into a suite of transaction
and security agreements ("Transaction Documents") to conclude a further
empowerment transaction, subject to the fulfilment of the suspensive
conditions
as set out in paragraph 8 below. This transaction comprises the acquisition of
additional Assore shares, comprising 11.01% of Assore`s issued ordinary share
capital, by Bokamoso Trust through Main Street 350 (Proprietary) Limited
("MS350"), which is wholly-owned by Bokamoso Trust ("Second Empowerment
Transaction"). Post the implementation of the Second Empowerment Transaction,
Assore`s issued ordinary share capital will comprise a total of 27 921 400
Assore shares ("Assore post implementation shares"). The Second Empowerment
Transaction will increase the aggregate equity ownership by Assore`s BEE
partners to 26.07%, with Bokamoso Trust controlling 14.28% of the Assore post
implementation shares.
As a result of the Second Empowerment Transaction, economic benefits will flow
to Bokamoso Trust starting at an initial cash amount of R2 million per annum
which will grow in line with the growth in Assore`s ordinary dividends,
subject
to the conditions set out in paragraph 7 below. This will result in a
realisable
benefit from 2010 for the beneficiaries of Bokamoso Trust, being the
communities
in and around Assore`s areas of operation.
Assore will facilitate the Second Empowerment Transaction through a vendor
financed structure, comprising competitively priced preference share funding
and
a portion of interest-free funding. No third party financing is required for
the Second Empowerment Transaction. Further details of the above-mentioned
funding are provided in paragraph 6 below.
Based on the 30-day volume weighted average share price of Assore on the JSE
Limited ("JSE") ("VWAP") as at Friday, 27 November 2009 of R668.32 per share,
the total value of the underlying Assore shares included in the Second
Empowerment Transaction is approximately R2 054.01 million.
2. RATIONALE
Assore is supportive of the broad-based economic imperatives contained in the
Mineral and Petroleum Resources Development Act, No. 28 of 2002 as amended,
and
the Charter. Assore is of the opinion that meaningful participation at an
equity ownership level by HDSAs is a commercial and social imperative for all
South African companies, particularly those in the mining industry, and is
furthermore essential to sustain South Africa`s economic and democratic
structures.
Being cognisant of the equity ownership targets specified for the mining
industry under the Charter, which requires 26% HDSA equity ownership to be
achieved by all mining companies, the First Empowerment Transaction was
implemented as the first step of Assore`s BEE equity ownership strategy
resulting in a current equity ownership by HDSAs of 15.26% in Assore.
The second step of Assore`s equity ownership strategy entails the
implementation of the Second Empowerment Transaction which will enable Assore
to increase its level of equity ownership by HDSAs from the existing 15.26% of
Assore current shares to the requisite 26% and thus result in Assore meeting
the HDSA equity ownership targets specified under the Charter. The Second
Empowerment Transaction provides a platform for meaningful empowerment as it
provides Assore with a broad-based, sustainable structure which, through
Bokamoso Trust, will directly benefit the communities in and around Assore`s
areas of operation.
In addition to Assore`s BEE ownership strategy, it has embarked on, inter
alia,
the following initiatives with its partners at its various mining operations
in
order to address the other aspects of its BEE strategy:
- completion of an audit of current compliance with the requirements of the
Charter;
- implementing preferential procurement policies at all its operations in
order
to meet the Charter requirements;
- development of social and labour plans for each of its operations, as well
as
local economic development projects which support the integrated development
plans of the relevant local authority. These developments include the
construction of educational facilities, maintenance and upgrading of roads and
presentation of programmes on adult education, health and safety and
environmental awareness;
- succeeding in obtaining new order mining rights for the Rustenburg Minerals
Development Company (Proprietary) Limited chrome operations on the farms
Zandspruit and Groenfontein;
- obtained new order mining rights on the iron ore deposits mined at Khumani;
and
- submission of applications for the conversion of all remaining old order
rights to new order rights.
Assore is of the view that the Second Empowerment Transaction will result in
Assore meeting the HDSA equity ownership targets as specified under the
Charter, and thus serve as a cornerstone of its ongoing BEE strategy.
3. DETAILS OF BOKAMOSO TRUST
Bokamoso Trust is a broad-based trust, established in 2005 for the purposes of
participating in the First Empowerment Transaction as one of Assore`s
broad-based BEE partners. Bokamoso Trust was founded for the benefit of the
communities in and around Assore`s areas of operation and it holds its
effective equity interest in Assore through MS350.
Since the conclusion of the First Empowerment Transaction, MS350 has used the
dividends received from Assore to service the funding obligations incurred by
it in terms of the First Empowerment Transaction. Accordingly, Bokamoso Trust
has not been in a position to make any distributions to its beneficiaries and
part of the objectives of the Second Empowerment Transaction is to allow
immediate benefits to flow to such beneficiaries.
The existing trustees of Bokamoso Trust are Desmond Sacco and Christopher Cory
who were appointed to oversee Bokamoso Trust during the initial funding period
whilst MS350 has been servicing its funding obligations. As a result of the
Second Empowerment Transaction, economic benefits will flow directly to
Bokamoso Trust and Assore has undertaken to procure that within 12 months from
the implementation of the Second Empowerment Transaction, independent trustees
are appointed to Bokamoso Trust such that Bokamoso Trust shall be controlled
by
a majority of HDSAs independent of Assore.
4. MECHANICS OF THE SECOND EMPOWERMENT TRANSACTION
The Second Empowerment Transaction comprises a series of indivisible and
inter-conditional transactions which will be implemented in the phases as
outlined below.
4.1 Phase 1 of the Second Empowerment Transaction
In order to participate in the First Empowerment Transaction, MS350 required
funding to acquire its direct equity interest in Assore. Such funding was
provided to MS350 as follows:
- The Standard Bank of South Africa Limited ("Standard Bank") provided
preference share funding to MS350 in an amount of R53 600 000, by subscribing
for "A" class preference shares ("A Preference Shares"). At present, 381 A
Preference Shares remain in issue and are still held by Standard Bank; and
- Assore provided preference share funding to MS350 in an amount of R25 000
000, by subscribing for "B" class preference shares ("B Preference Shares").
At
present, all 25 B Preference Shares remain in issue and are still held by
Assore.
Pursuant to the issue by MS350 of the A Preference Shares to Standard Bank and
the B Preference Shares to Assore, various restrictions and limitations were
incorporated into MS350`s memorandum and articles of association in favour of
such preference shareholders, which effectively prohibit MS350 from entering
into any subsequent transaction, including the Second Empowerment Transaction.
In order to relax the aforementioned limitations and restrictions, so as to
enable MS350 to participate in the Second Empowerment Transaction, MS350
wishes
to procure a refinancing of the existing preference share funding to Standard
Bank and Assore respectively ("Phase 1"). In terms of Phase 1 of the Second
Empowerment Transaction, MS350 shall create certain C class preference shares
("C Preference Shares") and D class preference shares ("D Preference Shares")
in its authorised but unissued share capital, the particulars of which are
detailed in paragraph 6.1 below. Assore shall subscribe for a certain number
of
the C Preference Shares ("First Tranche C Preference Shares") at an aggregate
cash subscription price of R65 000 000. MS350 will thereupon utilise such
aggregate subscription price received by it from Assore to redeem the existing
A Preference Shares and the B Preference Shares in the issued share capital of
MS350.
Following the implementation of Phase 1 of the Second Empowerment Transaction,
MS350 will have no external bank funding outstanding, as Assore will be the
sole holder of all preference shares in the issued share capital of MS350.
4.2 Phase 2 of the Second Empowerment Transaction
In terms of Phase 2 of the Second Empowerment Transaction, Bokamoso Trust
shall
increase its equity interest in Assore, through MS350, from the current level
of
913 710 Assore shares, being 3.31% of Assore current shares, to 3 987 110
Assore
shares, being 14.28% of Assore post implementation shares, which
shall be effected by way of:
- MS350 acquiring from Assore, the entire issued ordinary share capital of
Main
Street 460 (Proprietary) Limited ("MS460"), a wholly-owned subsidiary of
Assore,
thereby acquiring effective control of the 9.75% of Assore post implementation
shares currently held by MS460 as treasury shares; and
- MS460 subscribing for an additional number of Assore shares, which shall
comprise 1.25% of the Assore post implementation shares ("Phase 2").
4.2.1 Acquisition by MS350 of Assore treasury shares
MS460 currently holds 2 723 653 Assore shares (9.75% of Assore Post
implementation shares) as treasury shares in accordance with the
provisions of section 89 of the Companies Act, No. 61 of 1973, as amended or
replaced from time to time ("Companies Act"). MS460 acquired such treasury
shares in September 2008 utilising funding in the form of a shareholder`s loan
provided by Assore to MS460, of which an approximate amount of R1 960.61
million is currently outstanding.
MS350 shall purchase from Assore all of the ordinary shares in the issued
share
capital of MS460 ("MS460 Ords") and all claims of whatsoever nature against
MS460 ("MS460 Claims") held by Assore. The purchase consideration payable by
MS350 to Assore in respect of such sale shall comprise an aggregate amount of
R1 820.27 million (calculated with reference to the VWAP of R668.32 as at
Friday, 27 November 2009), which shall be discharged by MS350 as follows:
- MS350 shall issue to Assore ordinary shares in the authorised but unissued
share capital of MS350 which will constitute 49% of the entire issued ordinary
share capital of MS350, at an aggregate issue price of R524.61 million;
- MS350 shall issue to Assore a further tranche of C Preference Shares at an
aggregate issue price of R701.50 million ("Second Tranche C Preference
Shares"); and
- MS350 shall credit an interest-free loan in an aggregate amount of R594.16
million outstanding in favour of Assore in the books of account of MS350
("Consideration Loan").
4.2.2 Subscription for additional Assore shares
In order to attain a level of 26% equity ownership in Assore by HDSAs,
Bokamoso
Trust shall, through MS460 (at such time constituting a wholly-owned
subsidiary
of MS350), subscribe for 349 747 authorised but unissued Assore shares,
comprising 1.25% of the Assore post implementation shares ("Assore
Subscription
Ords"), at an aggregate cash subscription price of R233.74 million. Such
aggregate subscription price for the Assore Subscription Ords is based on a
price of R668.32 per Assore share, being the VWAP per Assore share as at
Friday, 27 November 2009.
As MS460 requires funding in order to subscribe for the Assore Subscription
Ords, Assore has agreed to provide such funding to MS350, such that it may in
turn make same available to MS460. Accordingly, Assore will subscribe for the
D
Preference Shares in the authorised but unissued share capital of MS350 at an
aggregate cash subscription price of R233.80 million. MS350 shall then lend
and
advance such funding to MS460 by way of a shareholder`s loan.
Following the implementation of the aforementioned acquisition by MS350 of all
of the MS460 Ords and all of the MS460 Claims held in and against MS460 by
Assore, and the subsequent subscription by MS460 for the Assore Subscription
Ords, Bokamoso Trust shall hold, through MS350 and MS460, an effective
aggregate shareholding of 3 987 110 Assore shares, comprising 14.28% of the
Assore post implementation shares.
Further details of the mechanics of the Second Empowerment Transaction will be
set out in the circular to Assore shareholders referred to in paragraph 14
below.
5. RESULTANT STRUCTURE
Subsequent to the implementation of Phase 2 of the Second Empowerment
Transaction, the resultant shareholding structure of Assore shall be as
follows:
SEE PRESS RELEASE FOR STRUCTURE
Post the transaction, Oresteel Investments (Proprietary) Limited ("Oresteel")
will continue to hold its controlling stake of 14 638 000 Assore shares, being
52.43% of the Assore post implementation shares.
6. SECOND EMPOWERMENT TRANSACTION FUNDING
The Second Empowerment Transaction requires no external funding from any third
party. The details of the funding below relate to the vendor financing
provided
by Assore to Bokamoso Trust through MS350 and MS460.
6.1 The C Preference Shares and the D Preference Shares
The Second Empowerment Transaction requires the creation of two separate
classes of preference shares in the authorised share capital of MS350, namely:
- the C Preference Shares, the First Tranche of which shall be subscribed for
by Assore in terms of Phase 1, and the Second Tranche of which shall be issued
by MS350 to Assore in terms of Phase 2 as partial discharge of its payment
obligations in respect of the acquisition of MS460 from Assore;
and
- the D Preference Shares, which shall be subscribed for by Assore in terms of
Phase 2.
6.2 The Consideration Loan
Additionally, MS350 shall, in accordance with the relevant Transaction
Documents, credit the Consideration Loan in favour of Assore in MS350`s books
of account, as partial discharge by MS350 of its payment obligations to Assore
in respect of its acquisition of MS460 from Assore.
6.3 Security
In order to provide security in favour of Assore for the obligations of MS350
in respect of the C Preference Shares, the D Preference Shares and the
Consideration Loan, MS350 and MS460 have entered into security arrangements
which record certain cession and pledges by MS350 and MS460, as well as a
guarantee in favour of Assore by MS460.
Further details of the C Preference Shares, the D Preference Shares and the
Consideration Loan, including their key terms and the security granted by
MS350
and MS460 in respect thereof, will be set out in the circular to shareholders
referred to in paragraph 14 below.
7. PERMISSIBLE ANNUAL BEE FLOW-THROUGH PAYMENT TO BOKAMOSO TRUST
Assore has agreed that MS350 shall be entitled, in each of its financial years
during the period until which the C Preference Shares and the D Preference
Shares have been redeemed in full by MS350 and the Consideration Loan has been
repaid in full by MS350, to effect a cash payment to Bokamoso Trust (prior to
the payment of any preference dividends in respect of the C Preference Shares
and the D Preference Shares), for an aggregate amount equal to the greater of
R2 million or 2.5% of MS350`s aggregate distributable reserves in such
financial year ("BEE Flow-Through Payment").
In the event that MS350`s aggregate distributable reserves in a particular
financial year are less than R2 million, MS350 shall be entitled to effect
payment to Bokamoso Trust of all such distributable reserves, but MS350 shall
not be permitted to effect any further payment to Bokamoso Trust in such
financial year.
The BEE Flow-Through Payment is expected to provide Bokamoso Trust with a
realisable benefit which can flow through to the beneficiaries of Bokamoso
Trust from 2010.
8. SUSPENSIVE CONDITIONS
The Second Empowerment Transaction will be implemented upon the fulfilment of
various suspensive conditions, as recorded in the relevant Transaction
Documents, including, inter alia, the following:
- the execution by each party of the relevant Transaction Documents to which
it
is a signatory;
- the approval by the JSE of all documentation to be sent to Assore
shareholders;
- all other relevant regulatory approvals being obtained by all parties, to
the
extent required;
- all of the special and ordinary resolutions to be proposed to Assore
shareholders, to be detailed in the circular to be sent to Assore
shareholders,
being approved by the requisite majority of Assore shareholders at the general
meeting which is to be held at 10:00 at Assore House, 15 Fricker Road, Illovo
Boulevard, Johannesburg on Tuesday, 19 January 2010;
- the authorised but unissued share capital of MS350 having been increased, by
the creation of the C Preference Shares and the D Preference Shares
respectively; and
- the registration of the aforementioned special resolutions by the Registrar
of Companies in accordance with the provisions of section 200 of the Companies
Act.
9. RELATED PARTY TRANSACTION AND FAIRNESS OPINION
Pursuant to the provisions of the Listings Requirements of the JSE ("Listings
Requirements"), each of Bokamoso Trust and MS350 are deemed to be `related
parties` to Assore (as such term is defined in the Listings Requirements) due
to the fact that Messrs Desmond Sacco and Christopher Cory (being the Chairman
and Chief Executive Officer of Assore respectively) are each trustees of
Bokamoso Trust and directors of MS350. As a result, the Second Empowerment
Transaction constitutes a `related party transaction` in terms of the Listings
Requirements.
Although Messrs Desmond Sacco and Christopher Cory are trustees of Bokamoso
Trust and directors of MS350, neither of them, nor any of their immediate
families has any economic interest in Bokamoso Trust.
Accordingly PricewaterhouseCoopers Corporate Finance (Proprietary) Limited
("PwC") has been appointed to act as an independent professional expert for
the
purposes of providing a fairness opinion to the Assore board of directors as
to
whether the terms and conditions of the Second Empowerment Transaction are
fair
to Assore shareholders. In this regard, PwC has confirmed that, in its
opinion,
the transaction is fair to Assore shareholders.
PwC`s detailed opinion will be included in the circular to be sent to Assore
shareholders as set out in paragraph 14 below.
10. ASSORE SHAREHOLDER AND ORESTEEL VOTING RESTRICTIONS
As related parties, pursuant to the Listings Requirements, neither MS350 nor
Bokamoso Trust is entitled to vote on the special and ordinary resolutions to
be put before Assore shareholders for the purposes of obtaining their approval
for the implementation of the Second Empowerment Transaction.
MS460 shall, pursuant to the provisions of section 39 of the Companies Act,
not
be entitled to exercise any votes in respect of the Assore shares presently
held
by it as treasury shares.
In addition, as a result of the involvement of Messrs Desmond Sacco and
Christopher Cory as trustees of Bokamoso Trust and directors of MS350, the
immediate Sacco family and all directors appointed by them to the board of
directors of Oresteel will recuse themselves from voting on all decisions to
be
made by the board of directors of Oresteel in relation to the Second
Empowerment Transaction.
The board of directors of Assore are of the opinion that the Second
Empowerment
Transaction is in the best interests of Assore shareholders and recommend that
Assore shareholders vote in favour of the resolutions to be proposed at the
general meeting of Assore shareholders to be held to approve the Second
Empowerment Transaction.
It is further noted that, as required by the JSE, neither MS350 nor MS460
shall
subsequent to the implementation of the Second Empowerment Transaction be
entitled to exercise any voting rights in respect of the Assore shares held by
them until such time as Assore has procured the appointment of a majority of
independent trustees to Bokamoso Trust. Assore intends to appoint independent
trustees to Bokamoso Trust within 12 months of the implementation of the
Second
Empowerment Transaction.
11. PRO FORMA FINANCIAL EFFECTS
The pro forma financial effects set out below have been prepared to assist
Assore shareholders to assess the impact of the Second Empowerment Transaction
on the earnings per share ("EPS"), headline EPS ("HEPS"), net asset value
("NAV") and tangible NAV ("TNAV") per Assore share.
The pro forma financial effects are not material and are disclosed for the
information of Assore shareholders. The material assumptions are set out in
the
notes following the table as well as in the circular to be sent to Assore
shareholders as set out in paragraph 14 below.
These pro forma financial effects have been disclosed in terms of the Listings
Requirements and do not constitute a representation of the future financial
position of Assore on implementation of the Second Empowerment Transaction.
The pro forma financial effects are the responsibility of the Assore Board and
are provided for illustrative purposes only, and, because of their nature, may
not fairly present Assore`s financial position, changes in its equity, results
of operations or cash flows.
Consolidated total
for the year
ended Pro forma
30 June 2009 adjustments
EPS (cents) 13 669 (56)
HEPS (cents) 13 772 (57)
NAV per Assore share (cents) 24 210 (351)
TNAV per Assore share (cents) 24 199 (351)
Unaudited
pro forma
results after the
Second
Empowerment Percentage
Transaction change
EPS (cents) 13 613 (0.4)
HEPS (cents) 13 715 (0.4)
NAV per Assore share (cents) 23 859 (1.4)
TNAV per Assore share (cents) 23 848 (1.5)
Notes:
1. The EPS and HEPS per Assore share "after the Second Empowerment
Transaction"
are based on the assumption that the Second Empowerment Transaction was
implemented for the 12-month period commencing on 1 July 2008, being the
commencement of the most recent complete financial year for Assore.
2. The NAV and TNAV per Assore share "after the Second Empowerment
Transaction" are based on the assumption that the Second Empowerment
Transaction was implemented on 30 June 2009, being the last day of the most
recent complete financial year for Assore.
3. EPS and HEPS calculations for the 12-month period commencing on 1 July 2008
are based on the weighted number of ordinary Assore shares in issue, being
23.7
million (that is net of 3.9 million treasury shares).
4. Since the Assore Subscription Ords will be issued to an entity consolidated
in the Assore Group, the shares will be accounted for as treasury shares for
purposes of EPS and HEPS calculations, and thus will have no impact on the
denominator in the respective calculations.
5. The EPS and HEPS for financial year ended 30 June 2009 are adjusted by
R13.3 million, being the transaction costs (R12.9 million), R0.1 million,
being
the net impact of settling the A Preference Shares and Securities Transfer Tax
of R0.3 million.
6. NAV and TNAV per Assore share as at 30 June 2009 are based on the Assore
shares in issue as at 30 June 2009, being 27.9 million, including treasury
shares as at 30 June 2009, being 4.2 million. The adjusted amount after the
Second Empowerment Transaction gives effect to the issue of the Assore
Subscription Ords, being 349 747 Assore shares, at 30 June 2009.
12. INTERNATIONAL FINANCIAL REPORTING STANDARDS CHARGE
Based on the statement on share-based payments in terms of International
Financial Reporting Standards ("IFRS 2"), there is no charge to Assore
associated with the Second Empowerment Transaction.
13. IMPORTANT DATES AND TIMES
2009
Anticipated date of posting of the circular and
notice of general meeting
to shareholders on or about Friday, 11 December
2010
Last day for receipt of forms of proxy for the
general meeting by 10:00 on Friday, 15 January
General meeting to be held at 10:00 on Tuesday, 19 January
Announcement of results of the general meeting on
SENS on Tuesday, 19 January
Announcement of results of the general meeting in the
press on Wednesday, 20 January
If the transaction is approved and implemented:
Special resolutions lodged with the Companies and
Intellectual Property Registration Office on or about Wednesday, 20 January
Expected implementation date of the Second Empowerment
Transaction on or about Friday, 19 February
Notes:
1. The abovementioned times and dates are South African times and dates and
are subject to change. Any such change will be released on SENS and published
in the press.
2. If the general meeting is adjourned or postponed, forms of proxy must be
received by no later than 48 hours prior to the time of the adjourned or
postponed general meeting, provided that, for the purpose of calculating the
latest time by which forms of proxy must be received, Saturdays, Sundays and
South African public holidays will be excluded.
14. CIRCULAR TO SHAREHOLDERS AND NOTICE OF GENERAL MEETING
The general meeting of Assore shareholders to approve the resolutions relating
to the Second Empowerment Transaction will be held at 10:00 on Tuesday, 19
January 2010 at Assore House, 15 Fricker Road, Illovo Boulevard, Johannesburg.
A circular to shareholders providing additional information on the Second
Empowerment Transaction and containing, inter alia, a notice of general
meeting
and a form of proxy will be posted to Assore shareholders on or about Friday,
11 December 2009.
Illovo
Johannesburg
2 December 2009
Investment bank and sponsor to Assore
Standard Bank
Attorneys to Assore
Webber Wentzel Attorneys
Independent transaction sponsor
KPMG Services (Proprietary) Limited
Reporting accountant and auditors to Assore
Ernst & Young Inc
Independent expert to Assore
PricewaterhouseCoopers Corporate Finance (Proprietary) Limited
Transactional communication adviser to Assore
College Hill
Date: 02/12/2009 17:08:02 Produced by the JSE SENS Department.
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