| Fri 29 Apr 2011, 15:19 | | KDV - Kaydav Group Limited - Notice of distribution to shareholders by way of a |
|
KDV
KDV
KDV - Kaydav Group Limited - Notice of distribution to shareholders by way of a
capital reduction
KAYDAV GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 2006/038698/06)
JSE code: KDV ISIN: ZAE000108940
("KayDav" or "the company" or "the group")
NOTICE OF DISTRIBUTION TO SHAREHOLDERS BY WAY OF A CAPITAL REDUCTION
1. INTRODUCTION
Notice is hereby given that the board of directors of KayDav have resolved to
make a capital reduction out of share premium of 5.5 cents per ordinary share in
lieu of an ordinary dividend ("the cash distribution").
The cash distribution will be made out of the company`s share premium account
pursuant to the general authority granted by KayDav shareholders to the board of
directors to make payments to shareholders by way of a reduction of share
capital or share premium, in lieu of an ordinary dividend at the annual general
meeting of shareholders held on Thursday, 28 April 2011.
In resolving to make any distribution to KayDav shareholders, the board of
directors of KayDav consider, inter alia, the headline earnings, cash
requirements, capital structure and future strategy of the KayDav group.
2. WORKING CAPITAL STATEMENT
The directors, after considering the effect of the cash distribution, are of the
opinion that for a period of 12 months after the date of the notice of annual
general meeting:
(a) the company and the group will be able, in the ordinary course of business,
to pay its debts;
(b) the assets of the company and the group will be in excess of the
liabilities of the company and the group;
(c) the share capital and reserves of the company and the group will be
adequate for ordinary business purposes; and
(d) the working capital of the company and the group will be adequate for
ordinary business purposes.
3. TERMS AND FINANCIAL EFFECTS OF THE PAYMENT
In terms of paragraph 11.31(d) of the JSE Listings Requirements the company is
required to disclose the financial effects of the cash distribution.
The table below sets out the unaudited pro forma financial effects of the cash
distribution on net asset value ("NAV") and net tangible asset value ("NTAV")per
share based on the published audited results of the company for the financial
year ended 31 December 2010.
The unaudited pro forma financial effects are the responsibility of the
directors and have been prepared for illustrative purposes only and, because of
their nature, may not provide a fair reflection of the company`s financial
position after the implementation of the cash distribution.
Unadjusted Pro forma after %
before the the cash Decrease
cash distribution(2)
distribution (cents)
(1) (cents)
Earnings per share (EPS) 3.3 3.1 5.6
Diluted earnings per share 3.3 3.1 5.6
(DEPS)
Headline earnings per share 3.9 3.7 4.8
(HEPS)
Diluted headline earnings per 3.9 3.7 4.8
share (DHEPS)
Net asset value per share 63.0 57.4 8.8
(NAV)
Net tangible asset value per 55.2 49.6 10.0
share (NTAV)
Number of ordinary shares in 183 637 373 183 637 373
issue
Weighted average number of 198 961 975 198 961 975
shares in issue
Notes and assumptions:
1. As per the published audited results of the company for the financial
year ended 31 December 2010.
2. Adjustments made to EPS, DEPS, HEPS and DHEPS were made on the
assumptions that -
a. the cash distribution occurred on 1 January 2010;
b. an interest rate of 5% per annum was used to calculate the effect of
forfeited cash on interest paid or received.
3. Adjustments made to NAV and NTAV per share were made on the assumption
that the cash distribution occurred on 31 December 2010.
4. A cost of R75 000 was assumed for administration of the payment of the
cash distribution and publication of all announcements in regard to
the cash distribution.
4. SALIENT DATES
The salient dates in respect of the cash distribution are as follows:
2011
Last day to trade to be eligible to Friday, 20 May
receive the cash distribution on
Shares trade `ex` the cash distribution Monday, 23 May
on
Record date for the cash distribution on Friday, 27 May
Cash distribution paid to shareholders Monday, 30 May
on
Notes:
1. Any change to the above dates will, subject to approval of the JSE Limited,
be communicated to shareholders by notification on SENS and in the press.
2. Shares may not be dematerialised or rematerialised between Monday, 23 May
2011 and Friday, 27 May 2011.
29 April 2011
Sponsor
Java Capital
Date: 29/04/2011 15:19:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.