| Fri 18 Feb 2011, 9:53 | | BIO - BioScience Brands Limited - Registered Office Relocation and Outsourcing |
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BIO
BIO
BIO - BioScience Brands Limited - Registered Office Relocation and Outsourcing
BioScience Brands Limited
(Registration number 2005/005805/07)
Incorporated in the Republic of South Africa
Share code: BIO
ISIN code: ZAE000115036
("BioScience" or "the Company")
- REGISTERED OFFICE RELOCATION
- OUTSOURCING
Registered Office Relocation
BioScience Brands Limited ("BioScience") has made the decision to relocate to
Johannesburg. As a result, the Company will close its office in Durban, and
BioScience`s registered address will change to 4 Brewery Road, Isando from 1
April 2011.
Outsourcing
In addition and in terms of Heads of Agreement ("HOA") concluded between
BioScience and Akacia Healthcare (Pty) Ltd ("Akacia"), BioScience has agreed to
outsource a significant portion of its operational head office functions to
Akacia from 1 April 2011.
Akacia, formerly Thebe Medicare (Pty) Ltd, has a large range of pharmaceutical
products, over-the-counter medicines and consumer products. BioScience and
Akacia, both call on the same customers, have common suppliers and service
providers and also run similar IT systems. Akacia is a significant shareholder
in and BEE partner of BioScience. Akacia and Bioscience are however not
competitors.
The outsourcing includes sales, distribution management, administration, supply
chain management including logistics and procurement, regulatory and quality
management and brand marketing. It will however exclude strategic planning,
corporate finance functions, investor and securities exchange relationships,
legal, SARS relationships as well as financial reporting.
Notwithstanding the binding intent of the HOA, the substantive agreements
covering
- the management agreement (which includes the terms for the outsourcing);
- a loan by Akacia (the Akacia loan"); and
- a share issue to Akacia,
("collectively the substantive agreements")
are in the process of being negotiated and developed in further detail. The
completion and signature of each of the substantive agreements will replace the
corresponding provisions in the HOA and the detailed terms of these agreements
will be announced after which the relevant shareholder and regulatory approvals
will be obtained, where applicable.
The Akacia loan together with the proceeds of the Phyto Nova brand disposal,
(which was announced on SENS on 10 February 2011), will be used to fund initial
restructuring costs, repayment of liabilities and funding of working capital.
Outsourcing of BioScience`s operational head office functions should have no
impact on existing supplier, customer or any other stakeholder`s relationship
with BioScience or its subsidiary companies.
18 February 2011
Designated Adviser
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Date: 18/02/2011 09:53:01 Produced by the JSE SENS Department.
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