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AND
AND
AND - Andulela Investment Holdings Limited - Update on the acquisition by
Andulela of Pro Roof Steel Merchants (Proprietary) Limited
ANDULELA INVESTMENT HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1950/037061/06)
JSE code: AND
ISIN: ZAE000125894
("Andulela" or "the company")
UPDATE ON THE ACQUISITION BY ANDULELA OF PRO ROOF STEEL MERCHANTS
(PROPRIETARY) LIMITED ("Pro Roof Steel")
Shareholders are referred to the previous announcements; the last of which was
dated 29 July 2011, and are advised that the agreement relating to the
acquisition by Andulela of Pro Roof Steel ("the transaction") was amended as
follows:
1. to reflect the inclusion of Pro Roof Steel Merchants (VRN) (Pty) Limited
as a subsidiary of Pro Roof Steel, which subsidiary will be acquired as
part of the transaction; and
2. to introduce Pro Roof Steel Merchants (East London) (Pty) Limited as
joint seller, together with the trustees of the Rafik Mohamed Family
Trust, to the main sale of shares agreement.
The following suspensive conditions have been amended to give effect to the
aforementioned changes.
SUSPENSIVE CONDITIONS:
By 31 December 2011, Pro Roof Steel and/or the subsidiary companies complete
and/or implement their restructure such that:
- the entire shareholding interest in and claims on loan account against
Pro Roof Steel (VRN) has been transferred to Pro Roof Steel, on terms and
conditions acceptable to the Purchaser; and
- the relevant agreements giving effect to the finance and/or security
aspects comprising the Acknowledged Liability are rendered unconditional
on their terms.
The purchase price shall be allocated between the parties constituting the
joint Sellers proportionately to their respective shareholding in Pro Roof
Steel on the date immediately prior to the Effective Date.
Johannesburg
30 August 2011
Corporate adviser and transaction sponsor
Vunani Corporate Finance
Sponsor
Java Capital Trustees and Sponsors
Attorneys
Glyn Marais Incorporated
Date: 30/08/2011 12:03:01 Produced by the JSE SENS Department.
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