| Tue 18 May 2010, 7:06 | | TBS - Tiger Brands Limited - Capital reduction out of share premium in respect |
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TBS
TIIH
TBS - Tiger Brands Limited - Capital reduction out of share premium in respect
of the six months ended 31 March 2010
Tiger Brands Limited
(Registration number 1944/017881/06)
(Incorporated in the Republic of South Africa)
Share code: TBS
ISIN: ZAE000071080
("Tiger Brands" or "the Company")
CAPITAL REDUCTION OUT OF SHARE PREMIUM IN RESPECT OF THE SIX MONTHS ENDED 31
MARCH 2010
The board of directors has approved a cash distribution (in lieu of the interim
dividend) by way of a reduction of capital out of share premium of 270 cents per
share, for the six months ended 31 March 2010, to Tiger Brands shareholders
recorded in the register on Friday, 9 July 2010 ("the Distribution").
The payment of the Distribution is subject to the passing of the requisite
ordinary resolutions at the general meeting to be held at 10:00, on Monday, 21
June 2010. A circular containing full details of the Distribution and convening
the general meeting will be posted to shareholders on or about 1 June 2010.
In compliance with the requirements of Strate, the electronic settlement and
custody system used by the JSE Limited, the Company has determined the following
salient dates for the payment of the Distribution:
Last day to trade cum the Distribution Friday, 2 July 2010
Shares commence trading ex the Distribution Monday, 5 July 2010
Record date Friday, 9 July 2010
Payment date Monday, 12 July 2010
Tiger Brands ordinary shareholders will not be permitted to
dematerialise/rematerialise their shares between Monday, 5 July 2010 and Friday,
9 July 2010, both days inclusive.
The illustrative pro forma financial effects of the Distribution set out below
have been prepared to assist Tiger Brands shareholders in assessing the impact
of the distribution of capital out of share premium on the Net Asset Value per
share ("NAV") and Tangible Net Asset Value per share ("TNAV"). The material
assumptions are set out in the notes following the table. The pro forma
financial effects are the responsibility of the directors and are provided for
illustrative purposes only.
Actual Pro forma
before the Impact after the
distribution of the distribution
as at distribution as at
31 March of 270 cents 31 March
2010(i) per share(ii) 2010
& (v)
Assets
Cash and cash equivalents 165,9 (437,0) (271,1)
(Rm)
Equity and liabilities
Equity attributable to 7 553,8 (437,0) 7 116,8
ordinaryshareholders(iii)
(Rm)
NAV(iv) (cents per share) 4 772,1 4 496,1
TNAV(iv) (cents per 3 516,1 3 240,1
share)
Notes:
(i) As per the published unaudited results of Tiger Brands for the six months
ended 31 March 2010;
(ii) Adjustments to cash & cash equivalents and equity attributable to ordinary
shareholders were made on the assumption that the Distribution was paid on 31
March 2010;
(iii) Equity attributable to ordinary shareholders comprises the following line
items:
Actual Pro forma
before the Impact after the
distribution of the distribution
as at distribution as at
31 March of 270 cents 31 March
(Rm) 2010(i) per share(ii) & 2010
(v)
Ordinary share 19,0 19,0
capital
Share premium 955,2 (502,1) 453,1
Non-distributable 864,7 864,7
reserves
Accumulated 8 330,0 8 330,0
profits
Tiger Brands (770,3) 27,9 (742,4)
Limited shares
held by subsidiary
Tiger Brands (2 064,1) 37,2 (2 026,9)
Limited shares
held by
empowerment
entities
Share-based 219,3 219,3
payment reserve
Total equity 7 553,8 (437,0) 7 116,8
attributable to
ordinary
shareholders
(iv) The calculation of NAV per share and TNAV per share as at 31 March 2010 has
been based on 158 289 687 ordinary shares in issue (which excludes the 10 326
758 treasury shares held by a wholly-owned subsidiary of Tiger Brands as well as
21 426 860 shares held by various empowerment entities which are consolidated
for accounting purposes).
(v) The impact of the Distribution takes into account the on-payment of the
Distribution by the empowerment entities to the participants in the Company`s
Broad-based Black Economic Empowerment initiatives.
For income tax purposes, shareholders are advised that the Distribution will be
regarded as a return of capital and therefore consideration should be given to
the potential capital gains tax consequences. Tiger Brands shareholders are,
therefore, advised to consult their tax advisors with regard to how they may be
impacted by the Distribution.
On behalf of the Board
I W M Isdale
Group Secretary
Sandton
18 May 2010
Date: 18/05/2010 07:06:02 Produced by the JSE SENS Department.
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