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LONG4LIFE LIMITED - Detailed Cautionary Announcement

Release Date: 03/12/2021 07:30
Code(s): L4L     PDF:  
Wrap Text
Detailed Cautionary Announcement

(Incorporated in the Republic of South Africa)
(Registration number 2016/216015/06)
Share code: L4L ISIN: ZAE000243119
(“Long4Life” or “the Company”)


Reference is made to the Company’s interim results announcement released on SENS on 14 October 2021 and
the cautionary announcement released on 28 October 2021.

Shareholders are advised that the Company has received a formal proposal from Old Mutual Private Equity on
behalf of the OMPE Fund V Partnership, represented by OMPE V GP Proprietary Limited (acting in its capacity
as the ultimate general partner of the OMPE Fund V) (“OMPE”) in relation to its proposed acquisition of all of
the issued shares in Long4Life (“the Proposed Transaction”).

The Proposed Transaction contemplates -
• a cash offer by OMPE to acquire all of the ordinary shares in Long4Life for a purchase consideration of
    R5.80 per Long4Life share, by way of a scheme of arrangement in accordance with section 114 of the
    Companies Act, No 71 of 2008 (the “Scheme”); and
• the subsequent delisting of Long4Life from the Johannesburg Stock Exchange.

Prior to the submission of the formal proposal, OMPE has successfully concluded a due diligence investigation
in respect of the Company.

The Long4Life board of directors has constituted an independent board comprising Graham Dempster, Lionel
Jacobs, Tasneem Abdool-Samad and Keneilwe Moloko (the “Independent Board”) to consider and engage with
OMPE in relation to the Proposed Transaction.

The Independent Board collectively and individually accepts responsibility for the information contained in
this announcement and certifies that, to the best of its knowledge and belief, the information contained in
this announcement relating to Long4Life is true and this announcement does not omit anything that is likely
to affect the importance of such information.

Shareholders will be provided with further details in relation to the Proposed Transaction and related
parameters in due course, if and when a firm intention to make an offer in respect of the Proposed Transaction
is received by the Company from OMPE.

This announcement does not constitute an offer, undertaking or firm intention to make an offer to Long4Life
shareholders by any party, including OMPE.

Long4Life shareholders are advised to continue to exercise caution when dealing in the Company’s
shares until a further announcement in this regard is made.

3 December 2021

Financial adviser and Transaction Sponsor to Long4Life: Investec Bank Limited
Legal adviser to Long4Life: Werksmans Attorneys
Financial adviser and sole funder to OMPE: Rand Merchant Bank (a division of FirstRand Bank Limited)
Legal adviser to OMPE: Cliffe Dekker Hofmeyr
Sponsor to Long4Life: The Standard Bank of South Africa Limited

Date: 03-12-2021 07:30:00
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