| Tue 27 Nov 2007, 11:17 | | MNY - Moneyweb Holdings Limited - Announcement |
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MNY
MNY
MNY - Moneyweb Holdings Limited - Announcement
MONEYWEB HOLDINGS LIMITED
(Registration No:1998/025067/06)
Share code: MNY & ISIN: ZAE000025409
("Moneyweb" or "the Company")
ANNOUNCEMENT
Shareholders are referred to the SENS announcement on 10 October 2007
regarding the introduction of Isingqi Investment Holdings (Proprietary)
Limited ("Isingqi") as Moneyweb`s Black Economic Empowerment partner.
Shareholders are advised that, in terms of an addendum signed between Moneyweb
and Isingqi, 9 039 800 new Moneyweb shares are to be issued at 70 cents per
share to Isingqi in terms of a general authority to issue shares for cash
("the issue of shares"), as well as 1 000 000 Moneyweb shares (held as
treasury shares in the Moneyweb group), are to be sold to Isingqi at 70 cents
per share ("the sale shares") in terms of a sale agreement between Isingqi and
Moneyweb (Proprietary) Limited ("the treasury sale agreement").
No shares have been issued by Moneyweb to Isingqi, nor have any Moneyweb
treasury shares been sold by Moneyweb to Isingqi, nor has Isingqi bought any
Moneyweb shares from Alec and Louise Hogg, prior to the signing of the issue
of shares addendum, the treasury sale agreement and the Hogg sale addendum set
out below.
The issue of shares and sale shares represent 15% of the number of issued
shares of Moneyweb.
Shareholders are further advised that in terms of an addendum between Isingqi
and Alec and Louise Hogg each sell 2 564 316 Moneyweb shares to Isingqi at 70
cents per share (`the Hogg sale"). Permission had been granted by the Moneyweb
board to Alec and Louise Hogg to sell their shares.
The price per Moneyweb share of 70 cents used for the issue of shares and the
sale shares as well as the Hogg sale, is the same price agreed to by the
parties and used in the original agreements between the parties.
The issue of shares agreement and Hogg sale agreement are unconditional. The
treasury sale agreement is subject to the fulfillment of the suspensive
condition that, on or before 30 November 2007, the parties execute the
addenda. The effective date for all the transactions above is 30 November
2007.
The collective transactions above and purchases of shares by Isingqi on the
open market, will result in Isingqi beneficially holding an effective interest
of 25,1% in Moneyweb and will ensure compliance by Moneyweb with The Broad-
Based Black Empowerment Codes of Good Practice on Black Empowerment.
Financial effects
The table below sets out the unaudited pro forma financial effects of the
issue of shares and the sale of shares for the six months ended 30 September
2007. The unaudited pro forma financial effects are presented for illustrative
purposes only and because of their nature may not give a fair reflection of
the company`s results, financial position and changes in equity after the
issue of shares and the sale of shares.
The directors of the company are responsible for the preparation of the
unaudited pro forma financial effects.
Per ordinary share Notes Before After Change
(cents) (cents) (%)
Basic earnings 1 1,32 1.60 21
Fully diluted earnings 1 1,32 1.60 21
Headline earnings 1 1,32 1.60 21
Fully diluted headline earnings 1 1,32 1.60 21
Net asset value 2 10,6 21.1 99
Net tangible asset value 2 8.7 19.1 120
Notes:
1. The amounts in the "Before" column represent the unaudited basic earnings
per share, fully diluted earnings per share, headline earnings per share
and fully diluted headline earnings per share as disclosed in the
financial results for the six months ended 30 September 2007. The amounts
in the "After" column represent the unaudited basic earnings per share,
fully diluted earnings per share, headline earnings per share and fully
diluted headline earnings per share after the issue of shares based on
the assumption that the issue of shares was effective 1 April 2007 and
that the cash proceeds have been invested at an after tax return of 5,6%
per annum.
2. The amounts in the "Before" column represent the unaudited net asset
value and net tangible asset value per share as disclosed in the
financial results for the six months ended 30 September 2007. The amounts
in the "After" column represent the unaudited net asset value and net
tangible asset value based on the financial results for the six months
ended 30 September 2007 adjusted for the issue of shares and sale of
shares, had it been effected on 30 September 2007.
Rosebank, Johannesburg
27 November 2007
Designated advisor
Deloitte & Touche Sponsor Services (Pty) Ltd
Date: 27/11/2007 11:17:03 Produced by the JSE SENS Department.
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