| Thu 26 Jul 2007, 13:00 | | IRA - Infrasors - Results Of The Private Placement |
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JSE
IRA
IRA - Infrasors - Results Of The Private Placement
Infrasors Holdings Limited
(formerly Romador 123 (Pty) Ltd)
(Incorporated in the Republic of South Africa)
(Registration number 2007/002405/06)
Share Code: IRA & ISIN ZAE000101507
("Infrasors" or "the Company")
RESULTS OF THE PRIVATE PLACEMENT
INTRODUCTION
Shareholders are referred to the pre-listing statement of Infrasors published in
abridged form on SENS on Friday, 13 July 2007 and issued on Monday, 16 July
2007. The pre-listing statement contained an offer in terms of a private
placement, the results of which are set out below.
THE OFFER
The offer comprised an offer in respect of the issue and/or sale of 90 000 000
Infrasors shares at 550 cents per Infrasors share in terms of a private
placement, of which:
- 70 000 000 Infrasors shares were offered for subscription by Infasors to
potential investors to subscribe for Infrasors shares; and
- 20 000 000 Infrasors shares were offered by way of an offer for sale
(collectively, "the sale offer").
The private placement was subscribed for in the sum of R263 117 201 and
consequently, 47 839 491 Infrasors shares were placed at 550 cents in terms
thereof. All subscriptions received were fully allocated and as a result, R263
117 201 was raised through the private placement.
The private placement was not subject to a minimum subscription being achieved,
other than the shareholder spread required by the JSE Limited (`the JSE"). This
shareholder spread has been achieved.
The sale offer was withdrawn.
The listing date of the Infrasors shares on the Alternative Exchange of the JSE
will be Tuesday, 31 July 2007.
SHARE CAPITAL OF INFRASORS
At the listing date the authorised share capital of Infrasors will comprise 2
000 000 000 ordinary shares of a nominal value of 0.5 cent each and its issued
share capital of R889 197 will comprise 177 839 491 ordinary shares of a nominal
value of 0.5 cent issued at an aggregate share premium of R262 878 003. The new
shares to be issued will rank pari passu in all respects, with the existing
Infrasors issued shares.
FINANCIAL EFFECTS OF THE RESULTS OF THE PRIVATE PLACEMENT
In the pre-listing statement the forecasts for the years ended 29 February 2008
and 28 February 2009 were prepared on the basis of an issue of 70 000 000 shares
in Infrasors. Consequently, in view of the issue of fresh issued shares in
Infrasors comprising of 47 839 491 shares, the forecast earnings per share has
been recalculated as follows:
Forecast for the Forecast for
year ended the year ended
29 February 2008 28 February
2009
R R
Profit after taxation as per 64 657 546 91 905 013
pre listing statement
Weighted average number of 139 150 063 (1) 177 839 491(2)
shares in issue
Earnings per share (cents) 46,5 51,7
Headline earnings per share 46,5 51,7
(cents)
Share issue price (cents) 550 550
Price Earnings ratio 11,8 10,6
1 The weighted number of shares in issue used in the 2008 forecast has been
calculated using the number of shares issued in the private placement
from its anticipated date of issue and weighted accordingly.
2 The weighted number of shares in issue used in the 2009 forecast has
increased due to the shares issued in the private placement being in issue
for the entire year.
COMMENTARY ON THE RESULTS OF THE PRIVATE PLACEMENT
As a result of the private placement of fresh shares issued by Infrasors, the
capital sum raised of R263 117 201 was R121 882 799 (the indicated amount) less
than the maximum of R385 000 000 if the offer for the issue of fresh shares in
Infrasors had been fully subscribed. As a result of the amount raised the
Infrasors Empowerment Trust which is taking up 24 million Infrasors shares at a
cost of R132 million will be externally funded to the extent of approximately
60% and funded by Infrasors to the balance of approximately 40%. This has the
effect of enhancing the level of black ownership in Infrasors from the 27,4%
previously envisaged to 30,8% which is in line with the requirements of the
construction sector charter and in excess of the ownership targets contained in
the Codes of Good Practice issued by the Minister of Trade and Industry.
The capital sum raised is sufficient for Infrasors` capital expenditure
programs, working capital requirements and vendor payments.
Rivonia, Sandton
Thursday, 26 July 2007
Investment bank and Attorneys Independent reporting
designated adviser accountants and auditors
NEDBANK HR LEVIN MOORES ROWLAND LOGO
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Date: 26/07/2007 13:00:01 Produced by the JSE SENS Department.
