| Fri 12 Nov 2010, 15:47 | | SKY - Sea Kay Holdings Limited - Reduction in Sea Kay`s shareholding in |
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SKY
SKY
SKY - Sea Kay Holdings Limited - Reduction in Sea Kay`s shareholding in
Lonerock Construction (Pty) Limited ("Lonerock")
SEA KAY HOLDINGS LIMITED
(Registration number 2006/004967/06)
(Incorporated in the Republic of South Africa)
JSE code: SKY
ISIN: ZAE000102380
("Sea Kay" or "the company")
REDUCTION IN SEA KAY`S SHAREHOLDING IN LONEROCK CONSTRUCTION (PTY) LIMITED
("LONEROCK")
Sea Kay advised in its 2009 annual report that a revised agreement had been
signed on 14 November 2009 in respect of the Lonerock acquisition. In terms
of this agreement, Sea Kay`s interest in Lonerock decreased from 60% to
50.01% with the outstanding purchase consideration reducing by R9 million to
R13 million, payable by 14 November 2010 and attracting interest at prime
plus six percentage points, failing which three ordinary shares in Lonerock
would be returned to the vendors, which would result in Sea Kay`s
shareholding in Lonerock decreasing to 49.99%.
The application for the liquidation of Sea Kay brought by the National
Housing Finance Corporation Limited ("NHFC"), detailed in an announcement
dated 26 February 2010, resulted in a "trigger event" in terms of the
agreements and accordingly the interest rate on the outstanding purchase
consideration increased to prime plus 15 percentage points.
As a result of the inability of Sea Kay to repay the outstanding purchase
consideration as detailed above before 14 November 2010, addenda to the
relevant Lonerock acquisition agreements have been signed, in terms of which
Sea Kay is granted an option to revert its shareholding in Lonerock from
49.99% to 50.01% ("the option"). The option is valid for a period of 30 days
after the following pre-conditions have been fulfilled:
settlement by Sea Kay of the outstanding purchase consideration of R13
million plus interest by no later than 31 August 2011;
the NHFC has not pursued its current application for the liquidation of Sea
Kay;
Sea Kay has not committed any breach of the terms and conditions of the
relevant agreements and no trigger events have occurred; and
Sea Kay has sourced additional contracts for Lonerock to the extent of at
least R200 million.
Sea Kay intends to exercise the option during the first half of 2011.
Sea Kay has also agreed that it will, by no later than 31 August 2011,
advance its pro rata portion of the then balance of the shareholders loan
granted to Lonerock by its other shareholder, Lonedune Construction (Pty)
Limited, of which the balance at 30 September 2010 was R85 million.
Johannesburg
12 November 2010
Sponsor
Vunani Corporate Finance
Date: 12/11/2010 15:47:01 Produced by the JSE SENS Department.
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