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Posting of offeree response circular
Protech Khuthele Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2000/024352/07)
Share code: PKH ISIN: ZAE 000101986
(“Protech” or the “Company”)
1. Posting of offeree response circular
Protech shareholders are advised that the Protech offeree response circular (“Protech
response circular”), regarding Eqstra Holdings Limited’s (“Eqstra”) general offer to
Protech shareholders (“Eqstra offer”), has been posted to Protech shareholders on
Friday, 5 April 2013, and is available on the Company’s website, www.pkh.co.za.
The Protech independent board reiterates its opinion that the Eqstra offer significantly
undervalues the Company and is unfair and unreasonable and, accordingly, strongly
recommends that Protech shareholders reject the Eqstra offer.
Protech shareholders are urged to read the Protech response circular, which includes
inter alia, the opinion letter of the independent expert and opinion and the
recommendation of the independent board, before making a decision on the Eqstra
offer.
2. Update on the irrevocable undertaking by the Protech Khuthele BEE Trust (the
“Trust”)
Protech shareholders are referred to the SENS announcement released on Monday, 25
March 2013, advising shareholders that Protech had written to both the Trust and Eqstra
informing them of the legal opinion it has obtained, and requesting undertakings from the
Trust and Eqstra not to act on the irrevocable undertaking it has received from the Trust.
Protech shareholders are advised that Protech has not received these undertakings from
the Trust or Eqstra. Eqstra has however, through its legal advisors, sent a letter to
Protech indicating that they are not prepared to give these undertakings.
Protech intends approaching the High Court to have the irrevocable undertaking
obtained by Eqstra from the Trust set aside and to obtain such other relief as it deems
appropriate.
3. Responsibility statement
The Independent Board accepts responsibility for the information contained in this
announcement insofar as the information relates to Protech, and confirms that, to the
best of their knowledge and belief, the information is true and does not omit anything
likely to affect the importance of the information.
Lanseria
5 April 2013
Investment bank and transaction sponsor
Nedbank Capital
Legal advisor
Bowman Gilfillan Inc.
Sponsor
Deloitte & Touche Sponsor Services Proprietary Limited
Communications Advisor
College Hill
Independent Expert
PricewaterhouseCoopers Corporate Finance Proprietary Limited
Date: 05/04/2013 05:06:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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