Karachi, June 21, 2013 (PPI-OT): We refer to the public announcement of intention dated 28 September 2012 to acquire up to 90.9867% of the issued shares in the capital of the Target Company by the Acquire, and our letter to you in this regard dated 25 September 2012.
In the above regards, the Acquirer was required to make the public announcement of offer by 25 June 2013. Although the Acquirer was prepared to make the public announcement of offer within the stipulated period, pursuant to the order of the honourable High Court of Sindh given on 25 May 2013 in relation to Suit No.687 of 2013 wherein the Acquirer has been named one of the defendants by the plaintiffs certain employees of the Target Company), the High Court of Sindh has directed all parties in the aforesaid suit to inter alia, “maintain status quo” and retrained them “from “taking any coercive action against the plaintiffs in violation of law”. It may be mentioned here that the Acquirer is not the principal defendant in the subject suit.
Since any action by the Acquirer may be construed as contravention of the subject order of the Sindh High Court, directions were sought from the Securities and Exchange Commission of Pakistan (the “SECP”) in this regard. The Acquirer has been directed vide the SECP in its letter dated 13 June 2013, to make disclosures to the public in respect of the impediments faced by the Acquirer in making the public offer.
We are therefore, informing you of the aforesaid impediments to our making the announcement of the public offer in respect of the subject transaction, and intend to keep you fully informed of further developments in the matter.
Extension of time for making public announcement of offer in relation to American life insurance company (Pakistan) Limited
Reference is made to your letter No. FIN-212/2013 dated June 11, 2013, regarding the failure on the part of IGI Insurance Limited (the “Acquirer”) to make public announcement of offer within the extended period of 90 days allowed by the Commission.
In this regard, I am directed to inform you that considering your intention of proceeding with the transaction and the circumstances explained in your aforesaid letter, you are hereby directed in term of Section 25(d) of the Listed companies (substantial Acquisition of Voting Shares and Takeovers) Ordinance 2002 to immediately make a complete disclosure of the impediments faced by IGI Insurance Limited, in making public offer, before the public by notifying in the same manner in which public announcement of intention to acquire share of American Life Insurance Company (Pakistan) Limited was made by IGI Insurance Limited.
For more information, contact:
Muzammil Shahid Bhatti
Investment Banking Group
United Bank Limited
State Life Building # 1,
I. I. Chundrigar Road,