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ADR
ADR
ADR - Adcorp Holdings - Results of general meeting and general issue of
ordinary shares for cash
ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1974/001804/06)
("Adcorp")
Share code: ADR ISIN: ZAE000000139
RESULTS OF GENERAL MEETING AND GENERAL ISSUE OF ORDINARY SHARES FOR CASH
1. The general meeting of Adcorp shareholders was held on Thursday, 18
February 2010. The ordinary resolutions relating to the general authority
to issue shares for cash, as set out in the notice of general meeting to
shareholders dated 27 January 2010, were approved by the requisite majority
of shareholders.
2. Shareholders are advised that, in terms of a general authority to
issue shares for cash granted to the directors Adcorp has raised R112.5
million in terms of that general authority. Adcorp will accordingly issue
5 000 000 ordinary shares at 2 250 cents per share at an average discount
of 8% to the weighted average traded price of the securities over the 30
business days prior to 15 January 2010, the date the issue was agreed
between Adcorp and the parties who are subscribing for the shares, and who
are public shareholders as defined in terms of the JSE Listings
Requirements ("the cash issue"). This represents 9% of the entire issued
shares of Adcorp.
3. Financial effects of the cash issue
Set out in the table below are the pro forma financial effects of the cash
issue based on Adcorp`s published interim results for the six months ended
31 August 2009. The pro forma financial effects have been prepared for
illustrative purposes only to provide information of how the cash issue may
have impacted on the results and financial position of Adcorp. The unaudited
pro forma financial effects are the responsibility of Adcorp`s directors.
Due to their nature, the pro forma financial effects may not give a fair
reflection of Adcorp`s financial position or results after the cash issue
.
Before the After the cash Percentage
cash issue issue change (%)
(1)
Earnings per share 91.4 90.9 -0.6
(cents) (2)
Diluted earnings 90.5 90.0 -0.5
per share (cents)
Headline earnings 91.2 90.6 -0.6
per share (cents)
(2)
Diluted Headline 90.2 89.8 -0.5
earnings per share
(cents)
Net asset value per 1416 1487 5.0
share (cents) (3)
Net tangible asset 35 224 >100
value per share
(cents) (3)
Weighted average 53 787 58 787 9.3
number of shares in
issue 000`s (3)
Shares in issue 53 727 58 727 9.3
000`s
Notes:
1 Extracted from the published interim results of Adcorp for the six months
ended 31 August 2009.
2 Earnings and headline earnings per share are based on the following
assumptions:
* the issues were effected on 1 March 2009; and
* the proceeds were used to settle debt at an after tax interest
rate of 7.56% per annum.
3 Net asset value and net tangible asset value per share are based on the
assumptions that the issue was carried out on 31 August 2009.
4 The tax rate used is 28%.
5 Share issue expenses of an immaterial amount have been debited in
the income statement.
Bryanston
18 February 2010
Sponsor
Deloitte & Touche Sponsor Services (Pty) Limited
(Registration number 1996/000034/07)
Date: 18/02/2010 11:16:01 Produced by the JSE SENS Department.
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