Withdrawal of proposed offer by Safari to acquire all issued shares of Fairvest by way of a scheme of arrangement
FAIRVEST PROPERTY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/005011/06)
JSE share code: FVT ISIN: ZAE 000203808
(Approved as a REIT by the JSE Limited)
WITHDRAWAL OF PROPOSED OFFER BY SAFARI TO ACQUIRE ALL ISSUED SHARES OF FAIRVEST BY WAY OF A SCHEME OF ARRANGEMENT
Shareholders are referred to (i) the joint announcement released on SENS by Fairvest and Safari Investments
RSA Limited ("Safari") on 2 July 2019 wherein shareholders were informed of Safari's firm intention to
make an offer to acquire all the issued shares of Fairvest, by way of a scheme of arrangement, in order to give
effect to a friendly merger of Fairvest and Safari (the "Fairvest Merger") and (ii) the announcement released
on SENS by Safari on 22 July 2019 (the "Comprop Announcement") relating to the receipt by the board of
directors of Safari ("Safari Board") of a notice of firm intention by Community Property Company
Proprietary Limited ("Comprop") to make a cash offer to acquire the entire issued ordinary share capital of
Safari by way of a scheme of arrangement ("Comprop Proposal").
The Fairvest Merger was subject to, inter alia, approval being given by the requisite majority of Safari
shareholders of the relevant resolutions required to authorise the implementation of the Fairvest Merger.
The Comprop Announcement noted that Comprop had obtained undertakings from, or on behalf of, five Safari
shareholders holding 55.7% of Safari shares in issue (38.6%, excluding the 17.1% interest held by Southern
Palace Capital Proprietary Limited), in terms of which undertakings they have, inter alia, irrevocably
undertaken to vote against all resolutions required to effect the Fairvest Merger and to vote in favour of the
In light of these developments, the Fairvest Merger has, by mutual agreement between Safari and Fairvest,
14 August 2019
Transaction advisor and transaction sponsor to Fairvest
Legal advisor to Fairvest
Cliffe Dekker Hofmeyr
Sponsor to Fairvest and Safari
Date: 14/08/2019 10:31:00
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