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NED NBKP
NED NBKP
NED / NBKP - Nedbank Group Limited and Nedbank Limited - Legal Dispute
NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
("Nedbank Group")
NEDBANK LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1951/000009/06
JSE share code: NBKP
ISIN: ZAE000043667
("Nedbank")
LEGAL DISPUTE
A summons was served on 5 corporate entities as well as Nedbank on 28 January
2010 by certain parties who became shareholders in Pinnacle Point Group Limited
("Pinnacle Point Group") in November 2008. These parties ("the plaintiffs")
appear to be controlled inter alia, by Dave Mostert, Mervyn Key and Ivor
Stratford. The plaintiffs and other parties swapped their interests in various
companies for shares in Acc-Ross Holdings Limited ("Acc-Ross") around November
2008. Acc-Ross subsequently changed its name to Pinnacle Point Group.
The plaintiffs allege that the group`s (being Nedbank Group and its subsidiaries
from time to time) Single Stock Futures ("SSF") activity in Acc-Ross resulted in
them sustaining financial losses. The details of the claim are vague and
opportunistic and in the view of the group`s legal advisors do not support any
sustainable claim against Nedbank. The group strongly denies that there is any
merit in the claim.
The group will take all the necessary steps to defend the action instituted by
the plaintiffs and it is expected that the matter will be subject to lengthy
legal proceedings.
The group is currently considering its rights against the plaintiffs.
A brief background of the group`s activities in Acc-Ross is set out below:
- Companies in the group sold SSF contracts in Acc-Ross
shares prior to October 2008;
- Any shares in Acc-Ross held by the group during the
relevant period were held non-beneficially purely for the
purposes of meeting obligations and commitments in terms
of these SSF contracts entered into with various parties.
This was done in accordance with normal market activities
relating to SSF trading on SAFEX and complied with JSE
Derivative Rules;
- No member of the group exercised control, and in
particular voting control, over Acc-Ross;
- The plaintiffs in the matter concluded a corporate action
with Acc-Ross in November 2008, which resulted in the
plaintiffs and entities controlled by the plaintiffs
becoming the holders of more than 50% of the share
capital in the enlarged Acc-Ross and the name was changed
to Pinnacle Point Group. Pinnacle Point Holdings (Pty)
Limited, the other plaintiffs and associated companies
contributed more than 50% of the assets to the merged
entity;
- The group`s SSF position was closed out through SAFEX and
STRATE procedures by the end of 2008; and
- The group has not traded in any further SSFs in Pinnacle
Point Group shares since the end of 2008.
The group is of the view that it cannot be held responsible for any alleged loss
suffered by the plaintiffs that is based on a sharp decline in the Pinnacle
Point Group share price since they acquired their shareholding in Pinnacle Point
Group.
Sandton
5 February 2010
Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank Capital
Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd
Sponsors to Nedbank Limited:
Investec Bank Limited
Nedbank Capital
Date: 05/02/2010 15:00:02 Produced by the JSE SENS Department.
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