SENS Note - 10 April 2013

INFRASORS HOLDINGS LIMITED

 

Incorporated in the Republic of South Africa)

(Registration number: 2007/002405/06)

Share Code: IRA      ISIN: ZAE000101507

("Infrasors")

 

APPOINTMENT OF INDEPENDENT BOARD AND INDEPENDENT EXPERT

 

1. INTRODUCTION

Infrasors shareholders are referred to the updated cautionary

announcement published by Infrasors on 18 January 2013 and the

joint announcement released by Afrimat Limited (“Afrimat”) and

Infrasors on 4 March 2013 regarding the fulfilment of the

conditions precedent in respect of Afrimat making an offer to

the remaining shareholders of Infrasors.

 

As a result of Afrimat’s holding of Infrasors surpassing 35% of

the issued ordinary share capital of Infrasors, Afrimat is

required, in terms of section 123 of the Companies Act, No. 71 of

2008 (the “Act”), to extend a mandatory offer to the remaining

Infrasors ordinary shareholders (the “Offer”).

 

2. APPOINTMENT OF INDEPENDENT BOARD AND INDEPENDENT EXPERT

In accordance with the Act and the Take-over Regulations, an

independent board and an independent expert are to be appointed

by Infrasors. The independent board is made up as follows:

 

Mochele Noge;

Percy Ford Chuang Ying; and

Jacobus Coenrad Petrus Bekker.

 

The independent board has appointed BDO Corporate Finance

Proprietary Limited as the independent expert to provide it with

external advice on how the offer affects Infrasors shareholders.

 

3. CIRCULAR TO INFRASORS SHAREHOLDERS

A circular containing details of the Offer and the terms and

timing thereof is being drafted and will be posted to Infrasors

shareholders in due course.

 

Johannesburg

10 April 2013