PSG Group/PSGBH - COMPLETION OF DUE DILIGENCE
PSG GROUP LIMITED PSG INVESTMENT BANK HOLDINGS
LIMITED
(Incorporated in the Republic (Incorporated in the Republic of
of South Africa) South Africa)
(Registration number (Registration number
1970/008484/06) 1998/017358/06)
Share code: PSG ISIN: Share code: PGH ISIN:
ZAE000013017 ZAE000018818
("PSG Group") ("PSGBH")
COMPLETION OF DUE DILIGENCE
Shareholders of PSG Group and PSGBH are referred to the announcement of
6 August 2002. This announcement advised shareholders, inter alia, that
Absa Bank Limited ("Absa"), subject to a due diligence and other
conditions detailed therein, would propose a scheme of arrangement ("the
scheme") in terms of which Absa would make an offer to all PSGBH
shareholders to acquire all of their PSGBH shares at 60 cents per share
after the distribution to PSGBH shareholders of cash of 4 cents per
share and PSGBH`s 87,6m shares in Vestacor Limited ("the proposals").
The Absa due diligence commenced on Monday, 12 August 2002 and ended on
Thursday 12 September 2002. The purpose of this announcement is to
advise shareholders that Absa has completed the due diligence process
and is satisfied that PSGBH`s net asset value per share after the
distribution will be greater than 58 cents per share.
Accordingly, in terms of the agreement regarding the proposals and
subject to the conditions below Absa will proceed with the scheme.
Implementation of the scheme is subject to the timeous fulfilment of the
remaining conditions precedent which include obtaining the necessary
regulatory approvals, PSGBH shareholders approving and the High Court
sanctioning the scheme, and PSGBH and PSG Group shareholders approving
the proposals by 30 October 2002.
Further details of the proposals will be included in circulars to PSG
Group and PSGBH shareholders, incorporating notices of the general and
scheme meetings, which will be posted to shareholders of PSG Group and
PSGBH in October 2002.
Johannesburg
13 September 2002
Investment bank and joint Attorneys to PSGBH
sponsor
PSG Investment Bank Fluxmans
Sponsor to PSG Group and PSGBH
PricewaterhouseCoopers
Corporate Finance (Pty) Ltd
(Registration number
1970/003711/07)
Date: 13/09/2002 02:14:00 PM Produced by the JSE SENS Department
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