Unihold to be sold, de-listed

Johannesburg, 02 Apr 2002

Unihold, the listed IT and communications group, announced last week that Clidet, an Absa-backed private equity company, has expressed its firm intention to acquire the equity of Unihold.

The offer excludes the shares currently owned by a consortium of Unihold management, and comes in at a cash consideration of 280c per Unihold share.

The management consortium, consisting of directors and senior management of Unihold, owns 22.84% of the shares in the company. The management team of Unihold will work with Clidet to implement a course of action for the company that will be decided over the next few months.

Unihold announced in September last year it was to reposition itself as an investment holding company after merging its e-business division with Siemens Business Services.

The move left Unihold with its local communications division and its 60% holding in UK company Pecaso.

The acquisition is subject to Clidet conducting a due diligence on the South African operations of Unihold, and the approval of at least 90% of the shareholders as well as the necessary regulatory approvals.

The due diligence is to be completed by 12 April, and a formal offer to shareholders will be made at the end of April, with the scheme of arrangement becoming operational in early June.

Unihold will then be delisted from the JSE.

John Butler, executive chairman of Unihold, says the offer from Clidet was fair and in the best interests of all shareholders, especially in light of the local IT and overall market conditions, particularly as related to small cap IT stocks.

"We have considered a number of options over a period and believe that this route will provide shareholders with the most viable opportunity to realise their investment," says Butler.

The Clidet offer represents a premium of 104% over the 12-month weighted average share price and a 58% premium over the 30-day average.

However, since news of the offer, the Unihold share price has bounced up, reaching a 12-month high of 265c during trade on Thursday afternoon before the long weekend. The counter corrected slightly this morning, swapping hands at 264c shortly before noon.