TRADEK HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1964/0012963/06)
Share code:TDK ISIN: ZAE000018891
("Tradek" or "the Company")
FURTHER CAUTIONARY ANNOUNCEMENT
Introduction
Further to the cautionary announcement dated 12 February 2002, shareholders
are advised that Tradek has received an offer from the PSG Group for Tradek
to acquire PSG Investment Services (Pty) Limited ("PSGIS") from the PSG
Group in exchange for Tradek ordinary shares. An alternative cash offer to
Tradek shareholders at 14,5 cents per share will be made, with Tradek
shareholders having the right to sell up to 50% of their shares to PSG Group
and the right to offer the balance of 50% of their shares to Tradek in terms
of a specific buy back of shares.
Suspensive conditions
The offer is subject, inter alia, to the following suspensive conditions:
Satisfactory completion of financial and legal due diligence investigations
in respect of Tradek by PSG Group and Tradek will perform a similar
investigation in respect of PSGIS;
Executive service and restraint agreements being concluded as required by
PSG Group;
Shareholder approvals, to the extent required;
Competition board approval, to the extent required;
JSE Securities Exchange South Africa and Securities Regulation Panel
approval, to the extend required;
Signing of a mutually acceptable formal agreement.
Tradek Board of Directors
The Tradek Board of Directors has considered the offer at a board
meeting held on Friday, 1 March 2002. The Board of Directors has agreed to
proceed with the transaction subject to the signing of a formal agreement by
not later than midnight on Tuesday, 5 March 2002.
Further cautionary announcement
Shareholders are advised to continue to exercise caution when dealing in the
company's securities until a further announcement is made.
Johannesburg
1 March 2002
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