To view the PDF file, sign up for a MySharenet subscription.

GLOBAL ASSET MANAGEMENT LIMITED - Det Cautionary ann relating to potential disposal of LFS Assets Pty Ltd & Renewal of existing cautionary ann

Release Date: 18/12/2018 16:03
Code(s): GAM     PDF:  
Wrap Text
Det Cautionary ann relating to potential disposal of LFS Assets Pty Ltd & Renewal of existing cautionary ann

GLOBAL ASSET MANAGEMENT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2002/003192/06)
Share Code: GAM ISIN: ZAE000173498
("Global" or “the Company”)


DETAILED CAUTIONARY ANNOUNCEMENT RELATING TO THE POTENTIAL DISPOSAL OF
LFS ASSETS PROPRIETARY LIMITED (“LFS”) AND RENEWAL OF EXISTING CAUTIONARY
                                ANNOUNCEMENT


1.   Potential disposal of LFS
     1.1 Shareholders are advised that the board of directors of Global (“Board”)
          has agreed to enter into negotiations with a consortium (“Offeror”) based
          on an offer received in relation to LFS (“Disposal”), the terms of which are
          to be finalised in due course.

     1.2   The Disposal is subject to the fulfilment of a number of suspensive
           conditions, including the signing of legal agreements, as well as the
           approval of the shareholders of Global, the Takeover Regulation Panel
           and the JSE, to the extent required.

     1.3   Shareholders are referred to the previous announcements regarding the
           Company’s proposed delisting, as referred to in paragraph 2 below. In
           the event that the Disposal is effected prior to the finalisation of the
           Proposed Delisting, the Disposal will be classified as a Category 1
           transaction in terms of the JSE Listings Requirements. Additionally, the
           Offeror is a related party to Global in terms of paragraph 10.1(b)(vii) of
           the JSE Listings Requirements.       The Disposal will therefore also be
           considered to be a related party transaction in terms of paragraph
           10.1(a) of the JSE Listings Requirements.

     1.4   The Disposal will constitute a disposal of the greater part of the
           undertaking or assets of Global in terms of section 112 of the Companies
           Act, No. 71 of 2008 (“Companies Act”), and will therefore be regulated by
           the Companies Act and the Takeover Regulations.

     1.5   Shareholders are advised that there may be uncertainty as to whether or
           not the JSE will allow the Company’s listing to continue following the
           Disposal. However, shareholders are referred to paragraph 2 below
           regarding the Proposed Delisting.
2.   New cautionary announcement and renewal of existing cautionary
     announcement
     
     The Disposal may have a material effect on the price of Global’s securities and,
     accordingly, shareholders are advised to exercise caution when dealing in
     their Global securities until a further announcement in respect of the Disposal is
     made and the cautionary in this regard is withdrawn.

     Additionally, shareholders are referred to the renewal of cautionary
     announcements, the last of which was published on 7 November 2018, relating
     to the Company’s proposed delisting by way of a scheme of arrangement in
     terms of section 114 of the Companies Act (“Proposed Delisting”). The
     Independent Board, as defined in that announcement, continues to finalise the
     terms of the Proposed Delisting. A firm intention announcement will be
     published on SENS and in the press in due course and will include, inter alia, the
     salient dates relating to the Proposed Delisting. Shareholders are advised to
     continue to exercise caution when dealing in their Global securities until a
     further announcement in respect of the Proposed Delisting is made and the
     cautionary in this regard is withdrawn.


By order of the Board
Johannesburg
18 December 2018

Designated Advisor
Arbor Capital Sponsors Proprietary Limited

Date: 18/12/2018 04:03:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

Share This Story