| Tue 15 Mar 2011, 16:00 | | CAP - Cape Empowerment Limited - Partial disposal of interest in Grand Parade |
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CAP
CAP
CAP - Cape Empowerment Limited - Partial disposal of interest in Grand Parade
Investments Limited and further cautionary announcement
CAPE EMPOWERMENT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/001807/06)
JSE Code CAP
ISIN ZAE000145066
("Cape Empowerment" or "the company")
PARTIAL DISPOSAL OF INTEREST IN GRAND PARADE INVESTMENTS LIMITED ("GPI") AND
FURTHER CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION
Shareholders are referred to the cautionary announcement which was published
on SENS on 10 February 2011 and in the press on 11 February 2011, and are
advised that Cape Empowerment, through its wholly-owned subsidiary, Business
Venture Investments No 1275 (Proprietary) Limited ("BVI"), has disposed of 11
million ordinary shares in GPI ("GPI shares") to Baleine Capital (Proprietary)
Limited or its nominee ("Baleine") for a cash consideration of R28.6 million
("the disposal").
2. RATIONALE FOR THE DISPOSAL
2.1 The GPI shares in question is part of the component of the Cape
Empowerment group`s holding in GPI that is subject to certain Black
Economic Empowerment restrictions which has an impact on its tradability.
The disposal is an opportunity to realise these GPI shares at close to
the current market value of unrestricted GPI shares.
2.2 The disposal is also in line with the group`s strategy of repositioning
its investment focus mainly on the property sector and on assets that it
controls.
3. TERMS OF THE DISPOSAL
3.1 The effective date of the disposal is the closing date thereof, being the
third business day after fulfilment of the conditions precedent detailed
in paragraph 3.3 below.
3.2 The purchase consideration for the GPI shares of R 28 600 000 is payable
in cash on the closing date.
3.3 Conditions precedent
The disposal is subject to fulfilment of the outstanding conditions precedent,
by not later than 15 April 2011, that:
3.3.1 the section 228 special resolution passed by the shareholder of BVI
approving of the disposal be registered by the Companies and
Intellectual Property Registration Office; and
3.3.2 Baleine obtains the necessary approvals from GPI for the disposal as
may be necessary.
4. PRO FORMA FINANCIAL EFFECTS
The pro forma financial effects of the disposal on Cape Empowerment`s earnings
per share, headline earnings per share, net asset value and net tangible asset
value per share for the six month period ended 30 June 2010 are not
significant (i.e. are less than 3%), and are therefore not required to be
disclosed.
5. CATEGORISATION OF THE TRANSACTION
The disposal is categorised as a category 2 transaction in terms of the
Listings Requirements of the JSE Limited.
6. FURTHER CAUTIONARY ANNOUNCEMENT
Shareholders are advised that the company is still in other negotiations
which, if successfully concluded, may have a material impact on the price of
the company`s securities. Accordingly shareholders are advised to continue to
exercise caution when dealing in the company`s securities until a further
announcement is made.
Cape Town
15 March 2011
Sponsor
Sasfin Capital
(A division of Sasfin Bank Limited)
Legal advisors
Cliffe Dekker Hofmeyr Inc.
Date: 15/03/2011 16:00:01 Produced by the JSE SENS Department.
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