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KENYA REGULATOR APPROVES ACCESSKENYA GROUP TAKE-OVER


(The following press release from the Capital Markets Authority was received by e-mail. The sender verified the statement.)

CMA approves AccessKenya Group Limited Take-Over

Nairobi July 03 2013…The Capital Markets Authority (CMA) granted approval to Dimension Data Holdings Plc to serve AccessKenya Group Limited with a Take Over offer document relating to the acquisition of 100 percent of the issued ordinary shares by Dimension Data Holdings Plc. The approval was granted in accordance with Regulation 7 of the Capital Markets ((Take-overs and Mergers) Regulations, 2002.

In addition, the Authority has also granted approval to AccessKenya Group Limited to issue to its shareholders a Shareholders’ Circular and Independent Financial Advisers’ Circular relating to the proposed Take Over Offer by Dimension Data Holdings Plc. The approval was granted in accordance with Regulation 9 and 10 of the Capital Markets ((Take-overs and Mergers) Regulations, 2002.

In a statement released to newsrooms, the Authority noted that it was satisfied that the Offer Document, Shareholders’ Circular and Independent Financial Advisers’ Circular made adequate disclosures of the information required under the Second and Fourth Schedules of the Capital Markets (Take-overs and Mergers) Regulations, 2002, and that such disclosures would enable the board of directors, shareholders of AccessKenya Group Limited and their professional advisers to make an informed decision on the merits of accepting or rejecting the offer.

Dimension Data Holdings Plc will be expected to serve the approved Take Over Offer Document to AccessKenya Group Limited within five days of approval. The offer has been unanimously recommended for acceptance by the board of AccessKenya Group Limited. If the listed firm’s shareholders approve Dimension Data’s offer price of Ksh.14 per ordinary share, 100% of shares in AccessKenya Group Limited will be held by Dimension Data Holdings Plc.

The takeover offer values the entire issued ordinary share capital of AccessKenya at approximately Ksh3.052 billion. AccessKenya shareholders on the register as at 7 May 2013, will be entitled to receive a final dividend of Ksh0.30 per ordinary share for the year ended 31 December 2012 as proposed by the board of the listed firm, if approved at the EGM.

The Authority on request from AccessKenya Group Limited suspended from trading, the securities of AccessKenya Group Limited at the Nairobi Securities Exchange (NSE) on 7 May 2013. Shareholders of the listed firm are expected to convene an Extraordinary General Meeting (EGM) in September 2013 in order to consider a resolution approving the de-listing of AccessKenya Group Limited from the NSE.

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