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FWD
FWD
FWD - Freeworld Coatings Limited - Posting of Freeworld offer circular
FREEWORLD COATINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2007/021624/06
Share code: FWD ISIN: ZAE000109450
("Freeworld" or the "Company")
POSTING OF FREEWORLD OFFER CIRCULAR
Freeworld shareholders are referred to the announcement released on SENS by
Kansai Paint Co Limited ("Kansai") on 15 December 2010 stating, inter alia, that
Kansai will post a circular to Freeworld shareholders on 15 December 2010(the
"Kansai offer document") containing its offer to acquire all the issued shares
of Freeworld not already owned by Kansai for R12.00 a share (the "offer").
In terms of Rule 27.2 of the Securities Regulation Code on Takeovers and Mergers
(the "Code"), the Freeworld Board (the "Board") is required to advise Freeworld
shareholders of its views on the offer within 14 days of publication of the
Kansai offer document. This would require the Board to post a document by 29
December 2010. It is practicably not possible to obtain the appropriate
independent external advice as contemplated by Rule 3.1 of the Code and for the
Board to provide a considered opinion to Freeworld shareholders over this
period. The Board feels strongly that Freeworld shareholders should have all the
necessary information to be in a position to properly assess the offer.
Accordingly, Freeworld has made application to the Securities Regulation Panel
("SRP") for an extension to the 14 day period for publication by Freeworld of a
circular containing, inter alia, the advice of the independent external advisors
to the Board regarding the offer and the views of the Board on the offer. The
SRP is currently considering the application and further details will be
provided as soon as the ruling of the SRP is known.
The Independent Committee, having considered all information contained in this
announcement, accepts full responsibility for the accuracy of such information
and certifies that, to the best of its knowledge and belief (having taken all
reasonable care to ensure that this is the case), the information contained in
this announcement is in accordance with the facts and that nothing that is
likely to affect the import of this information has been omitted.
Johannesburg
15 December 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
Date: 15/12/2010 17:21:01 Produced by the JSE SENS Department.
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