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JSE LIMITED - GEN - General - Update on CBH offer to acquire the entire ordinary share capital of Sovereign Food Investments Ltd

Release Date: 05/09/2016 17:30
Code(s): JSER     PDF:  
Wrap Text
GEN - General - Update on CBH offer to acquire the entire ordinary share capital of Sovereign Food Investments Ltd

Country Bird Holdings Proprietary Limited
Incorporated in the Republic of South Africa
(Registration number 2005/008505/07)
(“CBH”)


UPDATE ON CBH OFFER TO ACQUIRE THE ENTIRE ORDINARY SHARE CAPITAL OF
SOVEREIGN FOOD INVESTMENTS LIMITED (“SOVEREIGN”) THAT IT OR ITS CONCERT
PARTIES DO NOT ALREADY OWN


Sovereign shareholders (“Sovereign Shareholders”) are referred to the announcement released by
CBH on SENS on Wednesday, 6 July 2016 in relation to the conditional cash offer by CBH to acquire
the entire ordinary share capital of Sovereign other than those ordinary shares already held by CBH
and its concert parties and other than the ordinary shares held by Sovereign’s subsidiaries (“Offer”).

CBH, together with its concert parties, hold 25 970 777 shares in Sovereign (“Shares”), constituting
approximately 34.1% of Sovereign’s total ordinary issued share capital. In addition, CBH has received
irrevocable acceptances (“Acceptances”) of the Offer from 162 Sovereign Shareholders holding
9 668 551 Shares, constituting approximately 12.7% of Sovereign’s total ordinary issued share capital.

Accordingly, CBH, and its concert parties, cumulatively either own Shares or have received
Acceptances amounting to 46.8% of Sovereign’s total ordinary issued share capital.

The Offer is subject to, inter alia, a suspensive condition the CBH, and its concert parties, hold at least
50.0% plus 1 Share of Sovereign’s total ordinary issued share capital after the implementation of the
Offer. As such, CBH requires additional Acceptances of 3.2% plus 1 Share of Sovereign’s total ordinary
issued share capital in order for this suspensive condition to be fulfilled.

Further announcements to Sovereign Shareholders will be made in due course.


Johannesburg
5 September 2016

Financial advisors: Investec Bank Limited

Legal advisors: Kern & Partners

Competition law advisors: Bowman Gilfillan

Date: 05/09/2016 05:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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