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CLOVER INDUSTRIES LIMITED - Clover Scheme: Competition Tribunal approval with conditions

Release Date: 26/09/2019 15:15
Code(s): CLR     PDF:  
 
Wrap Text
Clover Scheme: Competition Tribunal approval with conditions

Clover Industries Limited                          Milco SA Proprietary Limited 
(Incorporated in the Republic of South Africa)     (Incorporated in the Republic of South Africa) 
(Registration number 2003/030429/06)               (Registration number 2018/610365/07) 
NSX Ordinary Share code: CLN                       (“Milco SA”) 
JSE Ordinary Share code: CLR   
ISIN: ZAE000152377 
(“Clover”)            
 

CLOVER SCHEME: COMPETITION TRIBUNAL APPROVAL WITH CONDITIONS 

Shareholders are referred to the Stock Exchange News Service ("SENS") announcements relating to 
the acquisition by Milco SA of all the issued shares in Clover ("Clover Scheme"), the last of which was 
released on 20 September 2019. 
 
The boards of Clover and Milco SA wish to announce that the Competition Tribunal of South Africa has 
approved the Clover Scheme subject to a number of conditions which relate to:  
 
    - the continued procurement of bulk juice concentrate from local processors; 
    - employment, specifically with regard to restricting retrenchments and ensuring future job 
      creation; and 
    - information sharing protocol for directors. 
 
The parties to the Clover Scheme (“the Parties”) have agreed that, notwithstanding the conditions 
attached by the Competition Tribunal of South Africa to its approval, the Clover Scheme condition 
precedent requiring competition authority approval, has been fulfilled. The Parties are, however, 
assessing the impact of the deviation by the Competition Tribunal from the conditions proposed by 
the Parties and reserve their right to appeal the conditions in due course, but any such appeal will 
have no impact on the implementation of the Clover Scheme. 

As soon as Clover and Milco SA have certainty on the fulfilment of the sole remaining Clover Scheme 
condition precedent, being the issue of the Takeover Regulation Panel compliance certificate pursuant 
to regulation 102(13) of the Companies Regulations, 2011, a joint finalisation announcement will be 
released on SENS, setting out the remaining salient dates and times pertaining to the implementation 
of the Clover Scheme. 

Johannesburg 
26 September 2019 
  
Sponsor to Clover 
RAND MERCHANT BANK (A division of FirstRand Bank Limited)   
 
NSX Sponsor to Clover 
MERCHANTEC CAPITAL NAMIBIA  
 
Legal adviser to Clover 
WERKSMANS  
 
Financial adviser and investment bank to Milco SA 
RAND MERCHANT BANK (A division of FirstRand Bank Limited) 
 
Financial adviser to The Central Bottling Company  
HSBC  
 
Legal adviser to Milco SA 
ENS AFRICA 




 

Date: 26/09/2019 03:15:00
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