| Tue 6 Jul 2004, 15:56 | | APPOINTMENT OF NON EXECUTIVE CHAIRMAN, CEO |
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THE BIDVEST GROUP LIMITED - APPOINTMENT OF NON EXECUTIVE CHAIRMAN, CHIEF
EXECUTIVE AND FORMATION OF NEW EMPOWERMENT INITIATIVE
THE BIDVEST GROUP LIMITED
(`Bidvest`)
(Registration number 1946/021180/06)
Share code: BVT
ISIN ZAE000050449
APPOINTMENT OF NON EXECUTIVE CHAIRMAN, CHIEF EXECUTIVE AND FORMATION OF NEW
EMPOWERMENT INITIATIVE
1. Summary
Investec Bank Limited (`Investec`) is authorised to announce the separation of
the functions of chairman and chief executive at Bidvest. As a consequence, Mr
Cyril Ramaphosa has been appointed non-executive chairman of Bidvest while Mr
Brian Joffe (previously Bidvest`s executive chairman) continues in the role of
chief executive. Mr Brian Joffe`s executive responsibilities are unchanged.
Bidvest has simultaneously taken the opportunity to further emphasise its
commitment to black economic empowerment - a process crucial to the development
of a stable, growth-oriented democracy.
In addition to Mr Cyril Ramaphosa`s appointment as Bidvest`s chairman,
Millennium Consolidated Investments (Pty) Limited (`MCI`), the black owned and
managed company chaired by Mr Cyril Ramaphosa, will become a shareholder in
Dinatla Investment Holdings (Pty) Limited (` Dinatla`). Dinatla acquired a 15%
interest in Bidvest in December 2003.
Furthermore, as part of a commitment to develop business opportunities between
Bidvest and its empowerment shareholders, a new empowerment initiative,
(`Dinatla New Ventures`), comprising Bidvest, Dinatla shareholders including MCI
and a number of financial institutions has been formed.
2. Appointment of non-executive chairman and chief executive
Mr Cyril Ramaphosa has been appointed non-executive chairman of Bidvest with
immediate effect. Mr Cyril Ramaphosa`s extensive experience in South African
civil society and the business sector will add significant value to the Bidvest
board of directors. His appointment adds further impetus to Bidvest`s successful
black economic empowerment strategy and will formalise and entrench a long-
standing relationship between Mr Ramaphosa and Bidvest.
3. Introduction of MCI into Dinatla
Significant value has already been created by the investment made by Dinatla in
Bidvest. This value has been derived for the benefit of a broad-based black
economic empowerment structure that extends to every province in South Africa
and includes such stakeholders as WDBIH (the investment arm of the WDB Trust),
Bassap (representing HDI professionals, entrepreneurs, community groups and
women`s organisations) and Bidvest Dinatla Trust (an entity dedicated to the
upliftment of Bidvest`s HDI employees and their dependants).
Since the commencement of the Dinatla transaction, it has taken up four seats on
the Bidvest Board, seven new HDI Commercial Directors have been appointed in the
divisions, the Bidvest Charter has been drawn up and open days between Dinatla
and Bidvest companies have been held throughout the country to form linkages for
BEE procurement opportunities. Discussions between the Public Investment
Commissioner and Dinatla are ongoing to further enhance the Dinatla transaction
for the benefit of the Dinatla shareholders.
By agreement with the existing Dinatla shareholders, MCI will obtain a 15%
shareholding in Dinatla following the conclusion of the relevant agreements. MCI
recognises this value and believes that, going forward, Dinatla will generate
significant additional value for its shareholders. Furthermore, MCI`s investment
into Dinatla marks the formation of a strong partnership with Dinatla
shareholders and Bidvest, one of South Africa`s leading industrial groups. This
relationship becomes the springboard to enhance MCI`s investment opportunities
through the formation of Dinatla New Ventures.
4. Formation of new empowerment initiative
Bidvest, in agreement with Investec, Old Mutual and Standard Bank (`the
Funders`) together with Dinatla shareholders including MCI (`Dinatla New
Ventures shareholders`), will form a new black empowerment company, Dinatla New
Ventures. The shares will be held 51% by Dinatla New Ventures shareholders and
49% by the Funders.
Without in any way detracting from the future growth and investment
opportunities of Bidvest, Dinatla New Ventures has been formed to pursue large
investment opportunities. The Funders have committed to contribute significant
capital to Dinatla New Ventures to enable it to pursue these opportunities, as
and when they arise. It is planned to explore appropriate investment
possibilities forthwith. Bidvest`s investment policy will be unaffected by the
establishment of Dinatla New Ventures and will continue as hitherto.
The Dinatla New Ventures structure creates a unique black empowerment company
with majority black ownership and access to substantial investment funds which
can call on considerable operational business expertise and resources (via the
Bidvest link). It is therefore positioned as a potential empowerment partner
capable of adding considerable value to any business in which it makes an
investment.
5. Directorate
The post of deputy chairman will be discontinued following the resignation of Mr
Fani Titi. Bidvest takes this opportunity to thank him for his contribution and
his commitment. Some time ago, Mr Fani Titi indicated a desire to resign in
order to devote his energies to the further development of Tiso Group, the black
economic empowerment company he co-founded. Mr Fani Titi agreed to remain as
deputy chairman of Bidvest until the new leadership structure had been
finalised. Mr Fani Titi`s support was highly valued.
Further Mr Brian Connellan, a director of several listed companies, has been
appointed as an alternate non executive director of Bidvest, serving on the
strategy and acquisitions committee.
Sandton
6 July 2004
Corporate Adviser and Lead Sponsor to Bidvest:
Investec Corporate Finance
Joint Sponsor to Bidvest:
Deutsche Securities SA (Pty) Limited
Corporate Law Advisors to Bidvest
ENF
Corporate Advisors to the transaction
Standard Bank
Bidvest announces Ramaphosa as chairman
and creates new BEE initiative
BIDVEST, the industrial group with interests in distribution, service and
trading businesses, today (Tuesday, July 6) announced that it is to separate the
role of chairman and chief executive while simultaneously launching a major new
black economic empowerment (BEE) initiative.
Mr Cyril Ramaphosa, a leading South African businessman, is named non-executive
chairman of Bidvest.
Brian Joffe, previously executive chairman, continues in the role of chief
executive. His executive responsibilities are unchanged.
As chief executive, Mr Brian Joffe will ensure the continuation of the
strategies that have delivered unprecedented success for Bidvest since inception
16 years ago.
The appointment of Cyril Ramaphosa adds further impetus to Bidvest`s successful
BEE strategy while entrenching a long-standing relationship between the business
leader and Bidvest.
Brian Joffe commented: `Bidvest is delighted to welcome a business leader of
Cyril Ramaphosa`s stature as our new chairman. I am positive he will make a
significant contribution to our strategic direction as Bidvest pursues exciting
opportunities for growth`.
Millennium Consolidated Investments (Pty) Limited (MCI), the black owned and
managed company chaired by Mr Ramaphosa, will by agreement obtain a 15% stake in
Dinatla Investment Holdings (Dinatla). Dinatla, led by WDBIH and Bassap,
acquired a 15% stake in Bidvest in December 2003. Dinatla is a broad based
consortium established to create value for a wide range of community groups,
women`s organisations and BEE entrepreneurs across every province in South
Africa.
Since the commencement of the Dinatla transaction, it has taken up four seats on
the Bidvest Board, seven new HDI Commercial Directors have been appointed in the
divisions, the Bidvest Charter has been drawn up and open days between Dinatla
and Bidvest companies have been held throughout the country to form linkages for
BEE procurement opportunities.
Cyril Ramaphosa, chairman of MCI noted: `Significant value has been created by
Dinatla through its investment in Bidvest. MCI recognises that value and
believes that MCI`s investment into Dinatla will forge a stronger partnership
with one of South Africa`s leading industrial groups to add further significant
value to all Dinatla shareholders.`
Sechaba Kies, chairman of Dinatla noted: `On behalf of Dinatla, we are very
happy to welcome Cyril Ramaphosa and MCI into our fold. We look forward to
working with them for the benefit of all Dinatla shareholders`.
At the same time, Bidvest has announced the creation of a new BEE investment
vehicle only months after the launch of its successful BEE partnership with the
Dinatla consortium, further strengthening existing relationships. The new
initiative has been named Dinatla New Ventures.
Dinatla New Ventures will pursue large investment opportunities and will be
positioned as a potential empowerment partner capable of adding value to any
business in which it makes an investment. It is planned to explore appropriate
investment possibilities forthwith, focusing on areas that involve no
competition or conflicts with Bidvest`s current activities.
Brian Joffe emphasised `Bidvest`s investment policy will be unaffected by the
establishment of Dinatla New Ventures and will continue as previously`.
Dinatla New Ventures creates a unique BEE company that not only has impeccable
BEE credentials but can call upon considerable operational business expertise
(via the Bidvest link) and access to substantial resources and funds. Dinatla
New ventures will be 51% owned by Dinatla shareholders including MCI.
The funding partners - Bidvest, Investec, Old Mutual and Standard Bank - own 49%
of the equity and are committed to providing significant capital to enable
Dinatla New Ventures to pursue investment opportunities.
Bidvest also announced that the post of deputy chairman is to be discontinued
following the resignation of Mr Fani Titi, who agreed to remain as deputy
chairman until the new leadership structure had been finalised.
`We thank Fani Titi for his work as Deputy Chairman over the last 18 months. He
made an important contribution and provided new insights, particularly in
guiding Bidvest`s transformation process. However, he runs a large organisation
and we respect his wish to focus on these activities.` said Joffe
In addition, Brian Connellan, a director of numerous listed companies, has been
appointed an alternate non-executive director of Bidvest, serving on the
strategy and acquisitions committee.
________________________________________________________________
ISSUED ON BEHALF OF: THE BIDVEST GROUP LIMITED
BY: CLEAR DISTINCTION COMMUNICATIONS
BIDVEST CONTACTS: Brian Joffe
Tel: + 27 (0) 11 772-8704
David Cleasby (Investor Relations)
Tel : +27 (0) 11 772 8706
MCI CONTACTS: Cyril Ramaphosa
Tel: +27 (0) 11 305 8900
DINATLA CONTACT: Sechaba Kies
Mobile: +27 (0) 82 227 4301
CONSULTANCY CONTACT: Carol Dundas
Tel: +27 (0) 11 444-0650
Mobile: +27 (0) 83 447-6648
Date: 06/07/2004 03:14:06 PM Produced by the JSE SENS Department
