| Thu 4 Dec 2008, 17:00 | | DLV - Disposal By Dorbyl Of The Property Situated In Rosslyn And Renewal Of |
|
DLV
DLV
DLV - Disposal By Dorbyl Of The Property Situated In Rosslyn And Renewal Of
Cautionary
Dorbyl Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1911/001510/06)
(Share Code: DLV ISIN: ZAE 000002184)
("Dorbyl" or "the Group")
DISPOSAL BY DORBYL OF THE PROPERTY SITUATED IN ROSSLYN AND RENEWAL OF CAUTIONARY
1. THE DISPOSAL
1.1. Further to the cautionary announced in the press on 28 August 2008 and last
renewed on 7 November 2008, shareholders are advised that Dorbyl has entered
into an agreement whereby it will dispose of the property situated in Rosslyn to
Wisteria Trading 3 (Pty) Limited ("the purchaser") ("the disposal").
1.2. The disposal and the implementation thereof are subject to the fulfilment
of certain conditions precedent as described in 5 below. In this regard please
note, that certain of the conditions precedent are onerous and Dorbyl does not
give assurances that these will be met, in particular the furnishing by the
purchaser, to Dorbyl, of adequate financial guarantees for the purchase
consideration in a form acceptable to Dorbyl.
2. RATIONALE FOR THE DISPOSAL
As indicated in the cautionary announcement of 28 August 2008 referred to above,
those properties which are considered surplus to the requirements of the Group,
would either be rented out or disposed of. The property being disposed of and
which is the subject of this announcement is considered surplus to the
operational requirements pursuant to the closure of it`s Rosslyn operation
earlier in the year.
3. CONSIDERATION AND APPLICATION OF CONSIDERATION
3.1. The disposal consideration amounts to R14 million ("the disposal
consideration").
3.2. The disposal consideration will be settled against registration of transfer
of the property into the name of the purchaser.
3.3. As the consideration will only be received on registration of the property
into the name of the purchaser, the Board will determine, depending on the needs
of Dorbyl, the optimum utilisation of the proceeds at such time.
4. FINANCIAL EFFECTS
4.1. The table below sets out the unaudited pro forma financial effects of the
disposal on the earnings, headline earnings, net asset value and net tangible
asset value per Dorbyl share, based on the assumptions that:
4.1.1. for purposes of the earnings and headline earnings per share
calculations:
- the disposal was effective during the interim period of six months ended 30
September 2008; and
- the whole of the disposal consideration was received on 1 April 2008 and that
such consideration was invested to earn an after-tax return of 7.1% during the
interim period ended 30 September 2008;
4.1.2. for purposes of the net asset value and net tangible asset value per
share calculations, the disposal was effected on 30 September 2008:
Unaudited(1) Pro - forma
Before After Change
(cents) (cents) (%)
(Loss) per share(2) (240.9) (203.5) 15.5
Headline loss per share(2) (115.5) (114.1) 1.2
Net asset value per share(3) 941 977 3.8
Tangible net asset value per 941 977 3.8
share(3)
Notes
(1) Extracted from the unaudited interim financial statements of Dorbyl for the
six months ended 30 September 2008.
(2) Based on a weighted average of 33,924 million shares in issue during the
interim period ended 30 September 2008.
(3) Based on 33,924 million shares in issue at 30 September 2008.
4.2. The financial effects contained in the table in 4.1 above have been
prepared for the purposes of illustrating how the disposal would have affected
the relevant financial ratios of Dorbyl for the historic financial period
indicated and are pro forma only. Accordingly, such effects do not necessarily
represent a true reflection of the financial effects of the disposal on Dorbyl`s
current and future earnings and net asset value.
5. CONDITIONS PRECEDENT
The disposal is subject to, inter alia, the following conditions precedent:
- the purchaser furnishing adequate financial guarantees for the purchase
consideration to Dorbyl in a form acceptable to Dorbyl;
- the completion of a due diligence audit by the purchaser and the results
thereof acceptable to the purchaser: and
- the mutual consent of the parties to the disposal of any conditions and or
requirements to the extent necessary, if any, that might be required by the
local municipality.
6. RENEWAL OF CAUTIONARY ANNOUNCEMENT
Shareholders of Dorbyl are advised to continue exercising caution when dealing
in Dorbyl shares on the JSE.
Johannesburg
4 December 2008
Sponsor
PSG Capital
Date: 04/12/2008 17:00:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
