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MNY
MNY
MNY - Moneyweb Holdings Limited - Issue of shares for cash in terms of a general
authority and withdrawal of the cautionary announcement
MONEYWEB HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/025067/06)
JSE code: MNY
ISIN: ZAE000025409
("Moneyweb" or "the company")
ISSUE OF SHARES FOR CASH IN TERMS OF A GENERAL AUTHORITY AND WITHDRAWAL OF THE
CAUTIONARY ANNOUNCEMENT
1. Introduction
Shareholders are advised that, in terms of a general authority to issue
shares for cash granted to the directors at the annual general meeting held
on 28 October 2009, Moneyweb will issue 30.8 million new shares to Caxton
and CTP Publishers and Printers Limited and its related parties ("Caxton")
at 68 cents each in order to raise R20.9 million ("the cash issue"). The
issue price represents a premium of 30.5% to the weighted average traded
price of 52.10 cents per Moneyweb share over the 30 days ended 2 August
2010 (i.e. the day prior to the date on which the subscription agreement
was concluded). The cash issue represents 40.6% of the current issued
share capital.
2. Financial effects of the cash issue
The unaudited pro forma financial effects of the cash issue, for which the
directors are responsible, are provided for illustrative purposes only to
show the effect thereof on earnings and headline earnings per share as if
the cash issue had taken effect on 1 April 2009 and on net asset value and
net tangible asset value per share as if the cash issue had taken effect on
31 March 2010. Because of their nature, the unaudited pro forma financial
effects may not give a fair presentation of the group`s financial position
and performance. The unaudited pro forma financial effects have been
compiled from the reviewed financial results for the year ended 31 March
2010 and are presented in a manner consistent with the format and
accounting policies adopted by Moneyweb and have been adjusted as described
in the notes below:
Reviewed Pro forma
Before After the %
Notes the cash cash change
issue issue
Basic earnings per share 2 2.15 1.53 (28.8)
(cents)
Headline earnings per share 2 2.16 1.53 (29.2)
(cents)
Net asset value per share
(cents) 3 19.8 33.7 70.2
Tangible net asset value per
share (cents) 3 16.2 30.3 87.0
Weighted average number of
shares in issue (`000) 4 75 777 106 575
Shares in issue at end of
period (`000) 5 76 972 107 772
Notes:
1 The "Before the cash issue" column information has been extracted from
Moneyweb`s reviewed results for the year ended 31 March 2010.
2. The effects relating to earnings are based on the following
assumptions and information:
- the cash issue was effective 1 April 2009;
- the R20.9 million was received in terms of the 30.8 million
shares issued;
- no adjustments have been made to reflect any benefit (income or
interest earned / saved) to be derived from the proceeds of the
share issue, in terms of the "Guide on Pro Forma Financial
Information" issued by the South African Institute of Chartered
Accountants dated September 2005. Management is nevertheless of
the opinion that the proceeds of the shares will be used in a
manner which will be to the benefit of shareholders; and
- the expenses relating to the cash issue are insignificant but
will be accounted for in the income statement.
3. The effects relating to the balance sheet are based on the following
assumptions and information:
- the cash issue was effective 31 March 2010;
- the actual number of shares in issue will increase by 30.8
million as a result of the cash issue;
- the share premium account will increase by R20 913 200 as a
result of the cash issue.
4. The weighted average number of shares in issue is based on 106 574 605
ordinary shares (75 774 604 ordinary shares before this issue) net of
the 1 197 196 treasury shares.
5. The actual number of shares is based on the 107 771 800 ordinary
shares in issue (76 971 800 before this issue) at period end.
WITHDRAWAL OF THE CAUTIONARY ANNOUNCEMENT
Having regard to the information set out above, the cautionary announcement is
hereby withdrawn.
Sandton
4 August 2010
Designated Adviser
Vunani Corporate Finance
Date: 04/08/2010 17:04:01 Produced by the JSE SENS Department.
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