Barloworld Limited Acquisition (0033P)
June 04 2020 - 7:31AM
UK Regulatory
TIDMBWO
RNS Number : 0033P
Barloworld Limited
04 June 2020
Barloworld Limited
(Incorporated in the Republic of South Africa)
(Registration number 1918/000095/06)
(Income Tax Registration number 9000/051/71/5)
(Share code: BAW)
(JSE ISIN: ZAE000026639)
(Share code: BAWP)
(Bond issuer code: BIBAW)
(JSE ISIN: ZAE000026647)
(Namibian Stock Exchange share code: BWL)
("Barloworld" or the "Company")
Further update on the proposed acquisition of Tongaat Hulett
Starch business ("Sale Business") and renewal of cautionary
announcement
Shareholders are referred to the cautionary announcement and
voluntary business updates dated 12 and 28 May 2020 respectively
regarding the material adverse change ("MAC") notice delivered by
KLL Group Proprietary Limited, a wholly owned subsidiary of
Barloworld ("KLL" or "Barloworld"), to Tongaat Hulett Limited
("THL") in terms of the sale and purchase agreement pertaining to
the proposed acquisition of the Sale Business (the "SPA") (the
"Transaction").
Shareholders are advised to refer to these announcements and,
unless defined in this announcement, all definitions and
abbreviations contained therein apply to this announcement.
Shareholders are reminded that Barloworld and THL (the
"Parties") were unable to reach agreement on whether a MAC has
occurred and accordingly the determination is to be referred to an
independent accountant ("Independent Accountant") in accordance
with the process provided for in the SPA. Barloworld remains of the
view that a MAC event has occurred as previously communicated and
continues to proceed in terms of the MAC notice and its rights and
obligations as per the SPA.
Barloworld hereby updates its shareholders that the Parties have
been unable to agree on the appointment of one of the two parties
identified in the SPA to act as the Independent Accountant. The
Parties, however, continue to work towards making a suitable
appointment.
In light of the above developments, Barloworld anticipates that
the MAC determination process will take longer to complete than the
six to eight weeks announced on 12 May 2020 and at this stage
Barloworld is unable to provide further clarity on the expected
timeline.
Shareholders should note that it is a suspensive condition to
the Transaction that no MAC has occurred. Therefore, the
Transaction cannot complete until such time as it has been finally
determined whether or not a MAC has occurred. If this determination
has not been made by the Longstop Date for the fulfilment or waiver
of all the suspensive conditions to the Transaction, which will not
be later than 31 October 2020, the SPA will terminate.
Barloworld will update shareholders once there have been further
material developments regarding the MAC process. Resultantly,
shareholders are advised to continue to exercise caution when
dealing in the Company's securities until a further announcement is
made.
Sandton
4 June 2020
Financial Advisor and Transaction Sponsor
Absa Corporate and Investment Banking, a division of Absa Bank
Limited
Legal Advisor
DLA Piper Advisory Services Proprietary Limited
JSE Equity and Debt Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank
Limited
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Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
ACQFLFVFRIISIII
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