SONDOR INDUSTRIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/003475/06)
("Sondor")
Detailed Cautionary Announcement
1. Introduction
Further to the cautionary announcement dated Friday, 20 April 2001, the board
of directors of Sondor wishes to announce that it has received an offer,
subject to the suspensive conditions set out in paragraph 4 below, from its
controlling shareholder Eco-Bat Technologies PLC ("the Offeror"), to acquire
the remaining share capital of Sondor, that it does not hold currently ("the
offer").
2. TERMS OF THE OFFER
The Offeror has offered, subject to the fulfilment of the suspensive conditions
set out below, to acquire the remaining 49% of the issued share capital of
Sondor for a cash consideration of 150 cents per share.
3. OPINIONS
The directors of Sondor are of the opinion that the offer is fair and
reasonable.
Shareholders holding the requisite majority and who would be entitled to vote
to the extent required, have given firm indications of support for the offer.
An independent adviser will be appointed to consider the terms and conditions
of the offer.
4. SUSPENSIVE CONDITIONS
The offer is subject to the fulfilment of, inter alia, the following suspensive
conditions:
* a guarantee being lodged with the Securities Regulation Panel ("SRP") that
the Offeror has sufficient funding to satisfy full acceptance of the offer;
* approval of the transaction by the requisite majority of shareholders to the
extent required, depending on the mechanism utilised to fulfil the terms of the
offer; and
* the necessary approvals from the SRP, JSE Securities Exchange South Africa,
South African Reserve Bank and other regulatory authorities.
5. FURTHER ANNOUNCEMENT
A further announcement setting out the final terms and salient dates of the
offer will be made in due course. Accordingly, shareholders are advised to
continue to exercise caution when dealing in their shares until such
announcement is made.
Cape Town
10 May 2001
Sponsor
LPC Manhattan Sponsors (Pty) Ltd
(Registration number 1999/024792/07)
Corporate adviser
Manhattan Equity
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