|
MTX
MEMTX
MTX - Metorex - Pro Forma Financial Effects Of Capital Restructuring And
Withdrawal Of Cautionary Announcement
METOREX LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1934/005478/06)
JSE code: MTX
ISIN: ZAE000022745
("Metorex" or "the Company")
PRO FORMA FINANCIAL EFFECTS OF CAPITAL RESTRUCTURING AND WITHDRAWAL OF
CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION
Metorex shareholders ("Shareholders") are referred to the announcement
released by the Company on Friday, 29 January 2010 ("Announcement")
wherein the details of a US$100 million capital raising exercise through
the implementation of a claw back offer of 250 000 000 Metorex ordinary
shares at R3.60 per share ("Claw Back Offer") and the introduction of a
revised debt package for Ruashi Mining sprl ("RRDP") (collectively
referred to as the "Capital Restructuring") were provided.
Shareholders were informed in the Announcement that the pro forma
financial effects of the Capital Restructuring would be announced on or
about 1 February 2010. These pro forma financial effects are provided
below.
2. PRO FORMA FINANCIAL EFFECTS
The table below sets out the unaudited pro forma financial effects of
the Capital Restructuring based on the Company`s published audited
results for the year ended 30 June 2009, after accounting for the
disposal of the Company`s entire interest in Vergenoeg Mining Company
(Proprietary) Limited ("Vergenoeg Transaction"), and are presented in a
manner consistent with the format and accounting policies adopted by
Metorex. 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 financial position after the Capital
Restructuring. It has been assumed for purposes of the pro forma
financial effects that the Capital Restructuring took place with effect
from 30 June 2009 for balance sheet purposes and 1 July 2008 for income
statement purposes. It has also been assumed that the Claw Back Offer is
subscribed to the extent of US$100 million (R750 million). The pro forma
financial effects are the responsibility of the Company`s directors.
The unadjusted information utilised for the purposes of the unaudited
pro forma financial effects are the Company`s results for the year ended
30 June 2009 after the Vergenoeg Transaction. The unadjusted information
was then adjusted to account for the disposal by the Company of its
entire interest in Pan African Resources plc ("PAR Transaction") as
announced on SENS on 25 June 2009.
Unadjusted After PAR % Change After Capital % Change
before Transaction Restructuring
Capital
Restructuring
Earnings per (205.35) (217.36) 6% (157.91) (27%)
share (cents)
Headline (0.36) (103%) (0.26) (28%)
earnings per 11.65
share (cents)
Net asset 5% (3%)
value per 377.7 396.8 385.8
share (cents)
Tangible net 5% (3%)
asset value 376.2 395.3 384.6
per share
(cents)
Weighted 553 0% 761 682 38%
average 349 553 349
number of
shares in
issue (`000)
Shares in 742 0% 950 872 28%
issue at 538 742 538
period end
(`000)
1. The PAR Transaction and Capital Restructuring are assumed to be effective
30 June 2009 for balance sheet purposes and 1 July 2008 for income statement
purposes.
2. It is assumed that the proceeds received from the Claw Back Offer of
US$100 million (R750 million) have been utilised to reduce the Ruashi debt,
as described in the Announcement, in accordance with the RRDP by US$35
million (R262.5 million) and the remaining US$65 million (R487.5 million)
has been applied to cash on hand.
3. The amounts set out in the "Unadjusted before Capital Restructuring"
column have been extracted, without adjustment, from the circular detailing
the Vergenoeg Transaction posted to Shareholders on 4 December 2009.
4. The actual results for Pan African Resources plc ("PAR") were extracted
from the audited results of PAR for the 12 months ended 30 June 2009 and
incorporate the deconsolidation journal entries applicable to PAR as a
result of the PAR Transaction. These results agree to Metorex`s audited
consolidated results for the year ended 30 June 2009 and have been reversed
to account for the disposal. The PAR results for the year ended 30 June
2009 have been audited by PAR`s external auditors.
5. Other than the adjustment to the weighted average number of shares in
issue, the Capital Restructuring has no pro forma financial effect on
Metorex`s income statement as the interest on the debt to be repaid was
capitalised by the Company.
6. Estimated transaction costs of R28 million have been written off against
share premium.
3. WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the further cautionary announcement
released by the Company on 29 January 2010 and are advised that they are
no longer required to exercise caution when dealing in the Company`s
securities.
Johannesburg
2 February 2010
Corporate and Debt Advisor, Sole Bookrunner and Lead Sponsor
One Capital
Attorneys
Cliffe Dekker Hofmeyr Incorporated
Independent Sponsor
Barnard Jacobs Mellet Corporate Finance (Proprietary) Limited
Date: 02/02/2010 09:01:23 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.
| Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information. | |||||||||||||
| Other Profile Group sites: FundsData Online (unit trust data) | Profile Group corporate site | |||||||||||||
| [ Terms of Use | Privacy Policy | PAIA manual | FAQs/Help | Site Map | © Copyright Reserved 2026 ] | |||||||||||||
|
|||||||||||||
