| Mon 28 Feb 2011, 14:59 | | KEH - Keaton Energy Holdings Limited - General issue of shares for cash |
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KEH
KEH
KEH - Keaton Energy Holdings Limited - General issue of shares for cash
KEATON ENERGY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/011090/06)
JSE share code: KEH ISIN: ZAE000117420
("Keaton Energy")
GENERAL ISSUE OF SHARES FOR CASH
1 Introduction
Shareholders are advised that Keaton Energy has issued a total of 14 484
129 ordinary shares for cash, representing 10% of the issued ordinary share
capital of Keaton Energy, in terms of the general authority to issue shares
for cash granted by Keaton Energy shareholders at the annual general
meeting held on 22 July 2010 ("the cash issue").
2 Consideration and number of new Keaton Energy ordinary shares issued in
terms of the cash issue
In total, 14 484 129 ordinary shares were issued at a price of R4.50 per
ordinary share. The shares were issued in two tranches as follows:
2.1 5 555 556 ordinary shares, representing 3.84% of the issued ordinary
share capital of Keaton Energy, issued on 30 December 2010; and
2.2 8 928 573 ordinary shares, representing 6.16% of the issued ordinary
share capital of Keaton Energy, issued on 25 February 2011.
The ordinary shares were issued at a premium of 10 cents (2.19%) over the
30 day volume weighted average price prior to 23 December 2010, being the
date the board of directors of Keaton Energy approved the cash issue.
A total cash amount of R65 178 581.00 has been raised in terms of the cash
issue and the new Keaton Energy ordinary shares issued in terms of the cash
issue rank pari passu with the existing ordinary shares in issue.
The new Keaton Energy ordinary shares were placed with Plusbay Limited, an
affiliate of Gunvor Group Limited (www.gunvorgroup.com) and a public
shareholder as defined in paragraphs 4.25 and 4.26 of the JSE Limited
Listings Requirements.
3 Application of proceeds of the cash issue
The proceeds of the cash issue will be utilised for the pursuit of new
business opportunities, in particular the opportunities presented by the
recently announced transaction to refinance and acquire a 74% interest in
Leeuw Mining and Exploration (Proprietary) Limited.
4 Financial effects of the cash issue
Based on Keaton Energy`s reviewed interim group results for the six months
ended 30 September 2010, the unaudited pro forma financial effects
("financial effects") of the cash issue on Keaton Energy`s earnings per
share ("EPS"), headline earnings per share ("HEPS"), net asset value per
share ("NAV") and net tangible asset value ("NTAV") are set out below.
The financial effects are prepared for illustrative purposes only, and
because of their nature, may not give a fair presentation of Keaton
Energy`s financial position or the effect and impact of the cash issue. The
financial effects are the responsibility of Keaton Energy`s board of
directors.
Before the cash After the Change
issue(1) cash issue %
EPS(2,4) (cents) 1.7 1.6 (9.1)
HEPS(2,4) (cents) 1.7 1.6 (9.1)
NAV(3,5) (cents) 313.3 329.2 5.1
NTAV(3,5) (cents) 313.3 329.2 5.1
Number of shares in issue 144 841 293 159 325 422 10.0
Weighted average number of
shares in issue 144 841 293 159 325 422 10.0
Notes:
1 Based on Keaton Energy`s reviewed interim group results for the six months
ended 30 September 2010.
2 In calculating the financial effects on EPS and HEPS, it was assumed that
the cash issue was implemented on 1 April 2010 for statement of
comprehensive income purposes.
3 In calculating the financial effects on NAV and NTAV, it was assumed that
the cash issue was implemented on 30 September 2010 for statement of
financial position purposes.
4 EPS and HEPS per share have decreased as a consequence of the increased
shares in issue, being 159 325 422 after the issue of 14 484 129 new
shares.
5 NAV and NTAV per share have increased as a consequence of the receipt of
the proceeds of the cash issue being R65 178 581.00 (before cash issue
expenses)
Bryanston
28 February 2011
Investment bank and sponsor
Nedbank Capital
Attorneys to Keaton Energy
Eversheds
Attorneys to Plusbay Limited
Webber Wentzel
Date: 28/02/2011 14:59:00 Produced by the JSE SENS Department.
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