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RBA
RBA
RBA - RBA Holdings Limited - Issue of shares for cash
RBA HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1999/009701/06)
JSE Share code: RBA ISIN: ZAE000104154
("RBA" or "the company")
ISSUE OF SHARES FOR CASH
1 INTRODUCTION
Shareholders are advised that RBA has raised R 4, 95 million in capital by
the issue of 33 000 000 ordinary shares for cash at 15 cents per ordinary
share from 10 December 2010 to 11 February 2011.
2 ISSUE FOR CASH
At the annual general meeting of the company held on 30 June 2010, the
requisite majority of shareholders approved an ordinary resolution
authorising the directors to issue shares for cash in accordance with the
Listings Requirements of JSE Limited ("the Listings Requirements").
As the issue of the new shares represents a 10.64% increase in the issued
ordinary share capital of the company, this disclosure is made in terms of
section 11.22 of the Listings Requirements:
* 33 000 000 ordinary shares in the company have been issued from 10
December 2010 to 11 February 2011 at an issue price of 15 cents per
ordinary share;
* the issue price of 15 cents per share represents the 30 day volume
weighted average price for the period ended 19 November 2010, being
the date the issue price was agreed upon by the directors; and
* the shares have been issued to public shareholders as defined by the
Listings Requirements.
3 FINANCIAL EFFECTS
The table below sets out the unaudited pro forma financial effects of the
issue for cash on the earnings, headline earnings, net asset value and
tangible net asset value per RBA share:
Before After Change (%)
(cents) (1) (cents) (3)
(5) (6)
Earnings per share (cents) (3.35) (3.34) (0.29)%
Headline earnings per share (4.23) (4.22) (0.24)%
(cents) (2)
Net asset value per share 14.87 14.89 0.10%
(cents) (4)
Tangible net asset value 13.36 13.52 1.18%
per share (cents) (4)
Weighted average number of 310 000 343 000
shares in issue (`000)
Total shares in issue 310 000 343 000
(`000)
Notes:
1 The "before" column is extracted from the results of RBA for the six
months ended 30 June 2010.
2 The earnings, diluted earnings, headline earnings and diluted headline
earnings per share were calculated as if the issue took place on 1
January 2010.
3 The figures in the "after" column assume that the 33 000 000 shares
were issued and the cash was received on 1 January 2010.
4 The net asset value and net tangible asset value per share were
calculated as if the issue took place on 30 June 2010.
5 The "after" column net asset value and net tangible asset value per
share have been adjusted to include the estimated issue costs which
have been written off against share premium for an amount of R20 000 .
6 The "after" column earnings per share have been adjusted for interest
saving of R 51 000. Taxation has been calculated at 28%.
The pro forma financial effects above are the responsibility of the
company`s directors and have been prepared for the purposes of illustrating
how the issue for cash would have affected the relevant financial results
and position of RBA for the historical financial period indicated and on a
pro forma basis. Accordingly, such effects do not necessarily represent a
true reflection of the financial effects of the transaction on RBA`s
current and future earnings.
15 February 2011
Johannesburg
Designated Advisor
Exchange Sponsors
Date: 15/02/2011 12:34:01 Produced by the JSE SENS Department.
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