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NAMPAK AND MALBAK MERGER APPROVED BY THE COMPETION TRIBUNAL

Release Date: 19/06/2002 09:35
Code(s): MLB NPK
Wrap Text

NAMPAK AND MALBAK MERGER APPROVED BY THE COMPETION TRIBUNAL Nampak Limited Malbak Limited (Incorporated in the Republic of (Incorporated in the Republic of South Africa) South Africa) Share code NPK ISIN code Share code MLB ISIN code ZAE000004933 ZAE000004487 (Registration number (Registration number 1946/022234/06) 1968/008070/06) ("Nampak") ("Malbak") Nampak and Malbak merger approved by the Competition Tribunal Further to the announcement regarding the recommendation of the proposed merger by the Competition Commission dated 16th May 2002 issued jointly by Nampak and Malbak, shareholders of both companies are advised that on 18th June 2002 the Competition Tribunal approved the merger between Nampak and Malbak (the "transaction"), subject to the divestment of Kohler Packaging Limited`s bubblepack insulation machine by the parties. The implementation of the transaction is still subject to the fulfilment of the following conditions precedent:approval of the transaction and the increase of Nampak`s authorised share capital by the Nampak shareholders; either the scheme of arrangement in terms of Section 311 of the Companies Act, 1973, to be proposed by Nampak between Malbak and its shareholders (the "scheme") being agreed to by not less than three- fourths of the votes exercisable by Malbak shareholders present and voting either in person or by proxy at the scheme meeting, the sanctioning of the scheme by the High Court of South Africa and the registration of the Order of Court sanctioning the scheme by the Registrar of Companies; or, if the scheme is not implemented, the substitute offer in terms of Section 440 of the Companies Act, 1973 to be made by Nampak being accepted by Malbak shareholders holding not less than 90% of the transaction shares; approval of the transaction by the South African Reserve Bank; and approval by the JSE Securities Exchange South Africa and the Securities Regulation Panel. It is intended that the Nampak circular and Malbak scheme documentation will be posted to the respective shareholders shortly. Johannesburg 19 June 2002 Financial adviser to Financial adviser and transactional sponsor to Nampak Malbak UBS WARBURG SG Hambros UBS Warburg Corporate SG Hambros South Africa Finance South Africa (Pty) Ltd A financial services group of UBS AG (Registration number 1994/008363/07) Sponsor to Nampak Sponsor to Malbak UBS WARBURG RMB UBS Warburg Securities Rand Merchant Bank South Africa (Pty) Ltd A financial services Corporate Finance group of UBS AG (Member of the JSE A division of FirstRand Bank Limited Securities Exchange South Africa) (Registration number 1995/011140/07) Legal adviser to Legal adviser to Malbak Nampak Bowman Gilfillan logo Cliffe Dekker logo (Registration number (Registration number 1998/018173/21) 1998/021409/21) Legal adviser to SG Hambros
Taback Date: 19/06/2002 09:33:00 AM Produced by the SENS Department

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