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Bidvest - Irrevocable undertakings and renewal of cautionary announcement
THE BIDVEST GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1946/021180/06)
Share code: BVT ISIN: ZAE000050449
("Bidvest")
Irrevocable undertakings to accept a proposal by Bidvest to acquire the entire
issued stated capital of McCarthy Limited ("McCarthy") and renewal of cautionary
announcement
1. INTRODUCTION
It was announced on the Securities Exchange News Service ("SENS") of
the JSE Securities Exchange South Africa ("the JSE") on November 5 2003,
that the major shareholders of McCarthy, being a consortium of banks
("the consortium of banks"), had irrevocably undertaken to accept the
proposal by Bidvest to acquire the entire issued stated capital of
McCarthy ("the McCarthy ordinary shares") ("the Bidvest proposal") at a
price of 33 cents per McCarthy ordinary share ("the initial
announcement").
Subject to the fulfilment of an outstanding condition precedent,
Bidvest intends to submit to the Board of Directors of McCarthy a firm
intention to make an offer to acquire the McCarthy ordinary shares.
Further to the initial announcement, McCarthy shareholders collectively
holding 22 922 235 McCarthy ordinary shares representing 1,13% of the
McCarthy ordinary shares have since, in writing, irrevocably undertaken
to accept the Bidvest proposal at a price of 36 cents per McCarthy
ordinary share.
Accordingly, Bidvest has revised the Bidvest proposal, from a price
of 33 cents per McCarthy ordinary share to a revised price of 36 cents
per McCarthy ordinary share. In terms of the agreement entered into
between the consortium of banks and Bidvest, the consortium of banks has
undertaken not to accept any increase in the price of 33 cents per
McCarthy ordinary share in relation to the Bidvest proposal.
Bidvest has, to date, acquired 24 146 371 McCarthy ordinary shares
representing 1,19% of the McCarthy ordinary shares. McCarthy ordinary
shareholders collectively holding 1 817 347 732 McCarthy ordinary shares
representing 90,47% of the McCarthy ordinary shares not held by Bidvest
have, in writing, irrevocably undertaken to accept the Bidvest proposal.
2. RENEWAL OF CAUTIONARY ANNOUNCEMENT
The Bidvest proposal remains subject to the conditions precedent
detailed in the initial announcement. Bidvest shareholders are,
therefore, advised to continue to exercise caution when dealing in their
Bidvest shares until a further announcement regarding the Bidvest
proposal is made.
Sandton
December 19 2003
Corporate adviser and lead sponsor to Bidvest
Investec Corporate Finance
Investec Bank Limited
(Registration number 1969/004763/06)
Co-sponsor
Deutsche Securities
Member of the Deutsche Bank Group
Deutsche Securities (SA) (Proprietary) Limited
(Registration number 1995/011798/07)
Legal adviser to Bidvest
Edward Nathan & Friedland (Pty) Ltd
Corporate Law advisers & Consultants
(Registration number 1999/026464/07)
Date: 19/12/2003 10:41:03 AM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department
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