| Fri 18 Feb 2011, 7:05 | | FWD - Freeworld Coatings Limited - Decision of the appeal committee of |
|
FWD
FWD
FWD - Freeworld Coatings Limited - Decision of the appeal committee of
the securities regulation panel on takeovers and mergers ("SRP") on
3 February 2011
FREEWORLD COATINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2007/021624/06
Share code: FWD ISIN: ZAE000109450
("Freeworld" or the "Company")
DECISION OF THE APPEAL COMMITTEE OF THE SECURITIES REGULATION PANEL ON
TAKEOVERS AND MERGERS ("SRP") ON 3 FEBRUARY 2011
Further to the announcement released by the Company on SENS on 31
January 2011, the Appeal Committee of the SRP ("Appeal Committee") has
on 17 February 2011 handed down a decision in respect of the appeal
noted by Freeworld in respect of the timetable in the offer circular
from Kansai Paint Co., Ltd ("Kansai") (the "Kansai offer timetable")
dated 15 December 2010 (the "Kansai offer circular"). The full text of
the decision of the Appeal Committee was released by the SRP on SENS at
15:10 on 17 February 2011.
The Freeworld board`s understanding of the implications of this
decision is as follows:
1. No consent for a dispensation from Rule 28.7 of the Securities
Regulation Code on Takeovers and Mergers ("Code")was granted by the
Executive Director of the SRP ("Executive Director")at the time of
Kansai issuing the Kansai offer circular and no such consent, despite
Kansai`s application for such consent, has been granted by the Appeal
Committee; and
2. If (as expected) the Kansai offer is not unconditional as at 11
March 2011, the Kansai offer will lapse on 11 March 2011 unless Kansai
applies to the Executive Director for, and is granted, consent for
dispensation from Rule 28.7 of the Code.
The Freeworld board would have preferred that the merits of an
application by Kansai for consent for a dispensation from Rule 28.7 of
the Code had been dealt with by the Appeal Committee at the time of the
hearing of the appeal, as was requested at that time. The Freeworld
board will continue to monitor developments in the interests of
Freeworld shareholders.
The independent committee of the Freeworld board, 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
18 February 2011
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: 18/02/2011 07:05:02 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.
