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CAUTIONARY ANNOUNCEMENT - NAMPAK LIMITED

Release Date: 21/10/1999 09:00
Code(s): NPK NPKP NPP1
Wrap Text
NAMPAK LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
REGISTRATION NUMBER 68/08070/06
("NAMPAK")
CAUTIONARY ANNOUNCEMENT

NAMPAK'S WHOLLY-OWNED SUBSIDIARY NAMPAK HOLDINGS (UK) PLC, HAS ANNOUNCED A CASH OFFER THROUGH WARBURG DILLON READ TO ACQUIRE THE ENTIRE ISSUED SHARE CAPITAL OF PLYSU PLC ("PLYSU") FROM ITS PRESENT SHAREHOLDERS.
PLYSU, WHICH IS INCORPORATED IN ENGLAND AND LISTED ON THE LONDON STOCK EXCHANGE, IS A LEADING EUROPEAN MANUFACTURER OF PLASTIC CONTAINERS AND OTHER PRODUCTS FOR INDUSTRIAL AND DOMESTIC USE. PLYSU OPERATES FROM 13 LOCATIONS IN THE UK AND 10 THROUGHOUT MAINLAND EUROPE.
THE CONSIDERATION OFFERED IS 196 PENCE (APPROXIMATELY R20,14) PER SHARE AND VALUES PLYSU'S ENTIRE ISSUED SHARE CAPITAL AT APPROXIMATELY POUNDS 94,6 MILLION (APPROXIMATELY R970 MILLION). THE CONSIDERATION WILL BE PAID IN CASH FROM NAMPAK HOLDINGS (UK) PLC'S OWN CASH RESOURCES AND AVAILABLE BANK AND OTHER FACILITIES.
THE VALUE OF THE NET ASSETS OF PLYSU IS POUNDS 49,8 MILLION (APPROXIMATELY R512 MILLION) AS PER THEIR LAST PUBLISHED ANNUAL ACCOUNTS AND THEIR LAST AFTER TAX AND ATTRIBUTABLE PROFIT WAS POUNDS 7,8 MILLION (APPROXIMATELY R81 MILLION). THE EFFECT ON THE EARNINGS PER SHARE OF NAMPAK IN THE FIRST FULL YEAR OF ACQUISITION IS EXPECTED TO BE MARGINALLY EARNINGS POSITIVE.
THIS TRANSACTION WILL PROVIDE A STRONG PLATFORM FOR NAMPAK'S FUTURE EXPANSION IN PLASTIC PACKAGING THROUGHOUT EUROPE AND BEYOND AND THE COMBINED GROUP WILL BE BETTER POSITIONED TO SERVICE MANY OF ITS EXISTING CUSTOMERS.
THE OFFER IS SUBJECT TO THE UK OFFICE OF FAIR TRADING INDICATING THAT IT IS NOT THE INTENTION OF THE SECRETARY OF STATE FOR TRADE AND INDUSTRY TO REFER THE PROPOSED ACQUISITION TO THE COMPETITION COMMISSION IN THE UNITED KINGDOM. IT IS NAMPAK'S INTENTION TO DELIST PLYSU IN DUE COURSE.
THE SOUTH AFRICAN RESERVE BANK HAS FORMALLY APPROVED THE TERMS AND CONDITIONS OF THIS OFFER.
ACCORDINGLY, SHAREHOLDERS ARE ADVISED TO EXERCISE CAUTION WHEN DEALING IN NAMPAK'S SECURITIES UNTIL A FURTHER ANNOUNCEMENT, INCLUDING THE FINANCIAL EFFECTS OF THE OFFER IF SUCCESSFUL, IS MADE. SANDTON 21 OCTOBER 1999

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