| Thu 26 Aug 2010, 17:45 | | DDT - Recommended cash offer for Dimension Data Holdings Plc |
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DDT
DIDDT
DDT - Recommended cash offer for Dimension Data Holdings Plc
("Dimension Data") by Nippon Telegraph and Telephone Corporation
Dimension Data Holdings Plc
Incorporated in Great Britain under the Companies Act 1985
Registration Number: 3704278
Share Code: DDT
Issuer code: DIDDT
ISIN number: GB0008435405
("Dimension Data" or "the Company")
Not for release, publication or distribution, in whole or part, in,
into or from any jurisdiction where to do so would constitute a
violation of the relevant laws in that jurisdiction
26 August 2010
RECOMMENDED CASH OFFER FOR DIMENSION DATA HOLDINGS PLC ("DIMENSION
DATA") BY NIPPON TELEGRAPH AND TELEPHONE CORPORATION ("NTT")
Satisfaction of Condition
On 12 August 2010, NTT and Dimension Data announced the publication
of the offer documentation in connection with the recommended cash
Offer by NTT for the entire issued and to be issued share capital
of Dimension Data.
NTT and Dimension Data are pleased to announce that the Exchange
Control Department of the South African Reserve Bank and the South
African Minister of Finance have approved the Offer. Accordingly
the related condition to the Offer has been fulfilled.
This follows (i) the expiration of the applicable waiting period
under the United States Hart-Scott-Rodino Antitrust Improvements
Act of 1976 (as amended) announced by NTT and Dimension Data on 12
August 2010, (ii) the necessary antitrust clearance from the
European Commission announced by NTT and Dimension Data on 19
August 2010, and (iii) the notification from the Foreign Investment
Review Board that there are no objections to the Offer under
Australia`s foreign investment policy announced by NTT and
Dimension Data on 19 August 2010. The Offer remains conditional
upon the satisfaction or, if permitted, waiver of the remaining
conditions to the Offer contained in the Offer Document published
on 12 August 2010.
Defined terms used but not defined in this announcement have the
meanings set out in the Offer Document.
For further information:
NTT - Global Business Strategy Telephone: +81 3 5205 5191
Office
Morgan Stanley
(Financial Adviser to NTT)
Laurence Hopkins (London) Telephone: +44 20 7425 8000
Hironobu Wakabayashi (Tokyo) Telephone: +81 3 5424 5000
Risana Zitha (Johannesburg) Telephone: +27 11 587 0800
Dimension Data
Patrick Quarmby Telephone: +27 11 575 0000
David Sherriffs Telephone: +27 11 575 0000
J.P. Morgan Cazenove
(Financial Adviser and Corporate
Broker to Dimension Data)
Michael Wentworth-Stanley Telephone: +44 20 7588 2828
(London)
David Harvey-Evers (London) Telephone: +44 20 7588 2828
Grant Tidbury (Johannesburg) Telephone: +27 11 507 0300
Mitsubishi UFJ Morgan Stanley Securities Co. Ltd, Morgan Stanley &
Co. Limited and Morgan Stanley South Africa (Proprietary) Limited
(together, "Morgan Stanley") are acting as exclusive financial
advisers to NTT and no one else in connection with the Offer and
will not be responsible to anyone other than NTT for providing the
protections afforded to clients of Morgan Stanley nor for providing
advice in connection with the Offer, the contents of this
announcement or any matter referred to herein.
J.P. Morgan plc, which conducts its UK investment banking business
as J.P. Morgan Cazenove and which is authorised and regulated by
the UK Financial Services Authority, is acting for Dimension Data
and no-one else in connection with the Offer and this document and
will not be responsible to anyone other than Dimension Data for
providing the protections afforded to clients of J.P. Morgan plc or
for providing advice in relation to the Offer, the contents of this
announcement or any matter referred to in this document.
The Offer will be made in the United States in reliance on, and
compliance with, Section 14(e) of the Exchange Act and Regulation
14E thereunder. The Offer will not be extended to, and may not be
accepted by, holders of Dimension Data`s American Depositary
Receipts.
The Offer relates to the shares of a UK company and will be
governed by English law. The Offer will primarily be subject to the
disclosure requirements and practices applicable in the UK to
takeover offers, which may differ from the disclosure requirements
of the SRP and the United States. Furthermore, the payment and
settlement procedures with respect to the Offer will comply with
the relevant United Kingdom rules, which differ from United States
payment and settlement procedures.
Publication on Website
A copy of this announcement will be made available, free of charge,
on NTT`s website at (http://www.ntt.co.jp/ir/index_e.html) by no
later than 12.00 noon (London time) on 27 August 2010.
Date: 26/08/2010 17:45:01 Produced by the JSE SENS Department.
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