| Thu 22 Jan 2009, 14:19 | | MTZ - Matodzi - Disposal Of 105 015 461 JCI Limited Shares |
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MTZ
MTZ
MTZ - Matodzi - Disposal Of 105 015 461 JCI Limited Shares
MATODZI RESOURCES LIMITED
Incorporated in the Republic of South Africa
(Registration number 1933/004523/06)
Share code: MTZ & ISIN: ZAE000042412
("Matodzi" or "the company")
DISPOSAL OF 105 015 461 JCI LIMITED SHARES
1. INTRODUCTION
Further to the cautionary announcement released on SENS on 12 December
2008, shareholders are advised that negotiations have been concluded with
Investec Limited ("Investec") whereby Matodzi has disposed of 105 015 461
of its JCI Limited ("JCI") ordinary shares to Investec for 325 126 Investec
ordinary shares. The exchange ratio is 322.9993 JCI ordinary shares for
each Investec ordinary share ("the disposal").
2. THE DISPOSAL
2.1 Nature of JCI
JCI is a specialised resource finance house investing in opportunities
in South Africa and elsewhere in Africa, the shares of which are
listed on the Main Board of JSE Limited ("JSE"), but which shares are
currently suspended.
2.2 The rationale for the disposal
The board of Matodzi believes that the disposal will be beneficial to
the company and to its shareholders as the holding of a liquid share,
such as Investec, is in its shareholders` best interest when compared
to the holding of suspended shares in JCI, whose future as a listed
entity remains uncertain.
2.3 Consideration
Matodzi has received 325 126 Investec ordinary shares for the disposal
of the 105 015 461 JCI ordinary shares at an exchange ratio of
322.9993 JCI ordinary shares for each Investec share.
The Investec ordinary shares will be held at fair value and as current
assets. The intention of the Matodzi board is to reduce the Investec
ordinary shares to cash and to look for opportunities that will add
sustained value to Matodzi shareholders.
2.4 Conditions precedent and effective date
The disposal is not subject to any conditions and the effective date
thereof is 20 January 2009.
3. PRO FORMA FINANCIAL EFFECTS OF THE DISPOSAL
The table below sets out the unaudited pro forma financial effects of the
disposal on Matodzi`s earnings per share, headline earnings per share, net
asset value per share and tangible net asset value per share.
The unaudited pro forma financial effects have been prepared to illustrate
the impact of the disposal on the reported financial information of Matodzi
for the six months ended 30 September 2008, had the disposal occurred on 1
April 2008 for income statement purposes and on 30 September 2008 for
balance sheet purposes.
The unaudited pro forma financial effects have been prepared using
accounting policies that comply with International Financial Reporting
Standards and that are consistent with those applied in preparing the
annual financial statements of Matodzi for the year ended 31 March 2008.
The unaudited pro forma financial effects, which are the responsibility of
the directors, are provided for illustrative purposes only and, because of
their pro forma nature, may not fairly present Matodzi`s financial
position, changes in equity, results of operations or cash flow.
Before the After Percentage
disposal the change (%)
disposal
Basic earnings per share (0.44) (1.86) (323)
(cents)
Headline earnings per share (0.44) (1.86) (323)
(cents)
Net asset value per share 9.52 8.10 (15)
(cents)
Tangible net asset value per 9.52 8.10 (15)
share (cents)
Weighted average number of 370 547 370 547
shares in issue (000`s)
Notes:
1. The amounts in the "Before the disposal" column have been extracted
from the reported results of Matodzi for the six months ended 30
September 2008.
2. The amounts in the "After the disposal" column reflect the financial
effects of the disposal on Matodzi.
3. The effects on basic earnings per share and headline earnings per
share are calculated based on the assumption that the disposal was
effected on 1 April 2008.
4. The effects on net asset value per share and tangible net asset value
per share are calculated based on the assumption that the disposal was
effected on 30 September 2008.
4. CLASSIFICATION OF THE DISPOSAL
The disposal is classified as a Category 2 announcement in terms of the
Listings Requirements of the JSE.
5. RENEWAL OF CAUTIONARY
Further to the cautionary announcement dated 12 December 2008, shareholders
are advised that negotiations are still in progress, which if successfully
concluded, may have a material effect on the price of the company`s
securities. Accordingly, shareholders are advised to continue exercising
caution when dealing in the company`s securities until a further
announcement is made.
22 January 2009
Sponsor
Merchantec (Proprietary) Limited
Date: 22/01/2009 14:19:01 Produced by the JSE SENS Department.
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