AST Group Limited - Cautionary announcement
AST Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1998/021790/06)
Share code: AAA
ISIN: ZAE000027397
("AST" or "the Company")
Cautionary announcement
The following announcement is made to holders of AST shares and AST letters of
allocation, to be listed on Monday 8 September 2003, ("AST security holders")
pursuant to:
- Increased trading volumes in AST shares;
- The receipt of the proposal described below; and
- In the interests of full disclosure ahead of the fully underwritten rights
offer of R88.750 million ("the rights offer"). The rights offer will proceed as
previously announced.
AST security holders are advised that the Company has received a proposal ("the
proposal") from Ariviakom (Proprietary) Limited ("arivia.kom") in terms of which
arivia.kom proposes to make an offer to AST shareholders to acquire their AST
shares.
- The proposal contains a number of conditions precedent, including:
- The completion of a due diligence investigation by arivia.kom and its
advisers;
- The approval under the Public Finance Management Act;
- The confirmation by arivia.kom of the necessary funding to implement the
proposal; and
- The approval of the proposal by the relevant regulatory authorities.
The proposal does not constitute a firm intention to make an offer, nor is it
certain that an offer will be made. The board of AST is in the process of
clarifying certain elements of the proposal. Rand Merchant Bank, a division of
FirstRand Bank Limited, has been appointed by the board of AST to advise the
Company on the proposal.
The preliminary value placed on the equity of AST by arivia.kom in terms of the
proposal is substantially higher than the current market capitalisation of the
Company (prior to the rights offer).
Accordingly, AST security holders are advised to exercise caution in dealing in
their AST securities until such time as a further announcement in respect of the
proposal is published.
Midrand
5 September 2003
Sponsor
Cazenove
Merchant bank
Rand Merchant Bank (a division of FirstRand Bank Limited)
Corporate Finance
Date: 05/09/2003 03:11:37 PM Supplied by www.sharenet.co.za
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