| Wed 26 May 2010, 10:00 | | FWD - Freeworld Coatings / Saphirefield - Joint announcement - Competition |
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FWD
FWD
FWD - Freeworld Coatings / Saphirefield - Joint announcement - Competition
commission approval
FREEWORLD COATINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2007/021624/06
Share code: FWD ISIN: ZAE000109450
("Freeworld")
SAPHIREFIELD INVESTMENTS (PROPRIETARY) LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/027236/07)
("Bidco")
JOINT ANNOUNCEMENT - COMPETITION COMMISSION APPROVAL
Shareholders of Freeworld ("shareholders") are referred to:
- the joint announcement released on SENS on 31 March 2010 relating to an
offer from Bidco representing a private equity consortium led by private
equity funds under the management of subsidiaries of Brait Societe Anonyme,
to acquire all of the shares in Freeworld (other than those shares already
held by Bidco and Bidco`s holding company, VVT Infrastructure Investments
(Proprietary) Limited, representing 18.86% of the entire issued share
capital of Freeworld) for an amount equal to R10.45 per share (subject to
adjustment), by way of scheme of arrangement ("scheme")in terms of section
311 of the Companies Act, 61 of 1973, as amended;
- the joint announcement released on SENS on 23 April 2010 relating to an
update in the dates and times of the scheme; and
- the scheme circular dated 30 April 2010 ("scheme circular").
Shareholders are advised that the acquisition by Bidco of all the scheme
shares (as that term is defined in the scheme circular) pursuant to the
scheme has been approved unconditionally on Tuesday, 18 May 2010, in terms
of the merger control provisions of the Competition Act 89 of 1998, as
amended by the Competition Commission. The condition precedent to the
scheme set out in paragraph 4.1.1 on page 26 of the scheme circular has
therefore been fulfilled.
Accordingly, shareholders are advised that the salient dates and times, set
out in the joint announcement released on SENS on 23 April 2010 relating to
an update in the dates and times of the scheme, remain unchanged.
Johannesburg
26 May 2010
Merchant bank and sponsor to Freeworld
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Attorneys to Freeworld
Read Hope Phillips Thomas & Cadman Incorporated
Investment bank to Bidco
Standard Bank
Attorneys to Bidco
Cliffe Dekker Hofmeyr
Date: 26/05/2010 10:00:02 Produced by the JSE SENS Department.
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