| Wed 7 Dec 2011, 17:41 | | FWD - Freeworld Coatings Limited - Finalisation date announcement regarding |
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FWD
FWD
FWD - Freeworld Coatings Limited - Finalisation date announcement regarding
the Delisting of Freeworld Shares
Freeworld Coatings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2007/021624/06)
Share code: FWD
ISIN: ZAE000109450
("Freeworld" or "the Company")
Kansai Paint Co., Ltd.
(Incorporated in Japan)
(Registration number 1402-01-001093)
TSE share code: 4613
("Kansai")
JOINT FINALISATION DATE ANNOUNCEMENT BY FREEWORLD AND KANSAI IN RELATION TO
THE DELISTING OF FREEWORLD SHARES
1. INTRODUCTION
Freeworld shareholders ("Shareholders") are referred to the circular
dated 25 October 2011 ("Circular") regarding the delisting
("Delisting") of Freeworld ordinary shares ("Freeworld Shares") from
the exchange operated by the JSE Limited ("JSE") and a scheme of
arrangement ("Scheme") in terms of which, if implemented, Kansai will
acquire all the issued shares of Freeworld not already owned by
Kansai, save for the Freeworld Shares in respect of which a Retained
Investment Election has been made.
Definitions found on pages 8 to 12 of the Circular have been used in
this announcement. Copies of the Circular can be found at
http://www.freeworldcoatings.com/ and
http://ww.kansai.co.jp/global_site/index.html.
Shareholders are reminded that, as announced on SENS on 23 November
2011 and published in the press on 24 November 2011, all of the
special and ordinary resolutions contained in the notice attached to
the Circular, approving the Scheme and the Delisting, were duly passed
at the General Meeting of Shareholders held on 23 November 2011.
2. FULFILMENT OF CONDITIONS PRECEDENT TO THE DELISTING AND THE SCHEME
The Delisting and the Scheme, which were inter-conditional, were
subject to the fulfilment of the Conditions Precedent, as set out on
page 15 of the Circular, by not later than 17:00 on 10 December 2011.
Freeworld and Kansai are pleased to announce that all of the
Conditions Precedent to the Scheme and the Delisting were fulfilled by
7 December 2011, and accordingly the Scheme is now operative. The
Freeworld Shares will be delisted from the JSE from commencement of
trade on Wednesday 28 December 2011.
3. IMPORTANT DATES AND TIMES
The important dates and times relating to the Delisting and the Scheme
as set out in the Circular have not changed.
Paulshof
7 December 2011
Enquiries:
Newman Lowther & Associates
Ben Lowther, +27 (0)21 673 7000
Freeworld
Eleanor Chamberlain, +27 (0)11 549 8009
Financial advisors to Freeworld and Kansai
Newman Lowther & Associates (Pty) Ltd
Attorneys to Freeworld and Kansai
Bowman Gilfillan Inc.
JSE Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Date: 07/12/2011 17:41:24 Produced by the JSE SENS Department.
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