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KGM
KGM
KGM - Kagiso Media Limited - Small related party transaction
KAGISO MEDIA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1957/000036/06)
Share Code: KGM ISIN:ZAE000014007
("Kagiso Media")
KAGISO MEDIA LIMITED - SMALL RELATED PARTY TRANSACTION
1. INTRODUCTION
Kagiso Exhibitions & Events (Proprietary) Limited) ("KEE"), a wholly owned
subsidiary of Kagiso Media, entered into an agreement with Bravopix 101 CC
("Bravopix") to dispose of its 100% shareholding and loan account in
Southern Africa Expo Holdings (Proprietary) Limited (previously Kagiso
Exhibitions and Events Solutions (Proprietary) Limited)("SA Expo Holdings")
to Bravopix with effect from 1 July 2010 ("the disposal").
2. RATIONALE
Kagiso Media has disposed of the majority of its exhibitions and events
`assets over the last two years in terms of its strategy to exit the
exhibitions and events industry. To this end,SA Expo Holdings was also
earmarked for disposal and Kagiso Media is pleased to announce that the
disposal has now been concluded.
3. THE TRANSACTION
3.1 The business
SA Expo Holdings specialises in providing infrastructure, design and
management solutions to the exhibitions and events industry.
3.2 Consideration
The consideration payable by Bravopix is R7 382 357 to be settled as
follows:
- A deposit of R1 million; and
- The balance in 16 quarterly payments at an interest rate of prime less
2%.
Bravopix has ceded the shares and loan account in SA Expo Holdings as
security for its obligations to KEE and the executive directors of SA Expo
Holdings have signed personal surety for Bravopix`s obligations to KEE.
3.3 Financial effects
The financial effects of the disposal on Kagiso Media`s earnings per share,
headline earnings per share, net asset value per share and net tangible
asset value per share is less than 3%.
4. CONDITIONS PRECEDENT
All the conditions relating to the disposal have been fulfilled.
5. SMALL RELATED PARTY TRANSACTION
Bravopix is controlled by the existing management of SA Expo Holdings and
the disposal is therefore a small related party transaction in terms of the
Listings Requirements of the JSE Limited ("the JSE").
The JSE has been provided with written confirmation from Mazars Corporate
Finance (Proprietary) Limited, an independent professional expert
acceptable to the JSE, confirming that the disposal is fair to Kagiso
Media`s shareholders ("the fairness opinion"). The fairness opinion will be
available for inspection at Kagiso Media`s registered office for a period
of 28 days from the date of this announcement.
Sandton
7 December 2010
Sponsor: Investec Bank Limited
Independent Professional Expert: Mazars Corporate Finance (Proprietary)
Limited
Date: 07/12/2010 12:43:01 Produced by the JSE SENS Department.
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