| Wed 19 Oct 2011, 15:38 | | HWW - Hardware Warehouse Limited - Disposal of a property by a wholly- |
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HWW
HWW
HWW - Hardware Warehouse Limited - Disposal of a property by a wholly-
owned subsidiary
HARDWARE WAREHOUSE LIMITED
Incorporated in the Republic of South Africa
(Registration number: 2007/004302/06)
Share code: HWW ISIN: ZAE000104253
("Hardware Warehouse" or "the Company")
DISPOSAL OF A PROPERTY BY A WHOLLY-OWNED SUBSIDIARY
1. INTRODUCTION
Shareholders are advised that Senar Investments 151 (Proprietary)
Limited ("Senar Investments"), a wholly-owned subsidiary of Hardware
Warehouse, has entered into a sale agreement with Nvest Properties
(Proprietary) Limited ("Nvest") to dispose of a property as a going
concern for a total consideration of R10 650 000 ("the Disposal").
2. THE DISPOSAL
2.1 Nature of the property
The property is owned by Senar Investments and is situated in
Butterworth in the Eastern Cape. The commercial property
comprises of land with a total area of 2 123 square meters and
a building with a total area of 2 102 square meters.
2.2 The rationale for the Disposal
The directors` of Hardware Warehouse`s strategy is to utilise
the assets of the Company for trading purposes and to apply
these assets to the core business of Hardware Retailing. The
sale of the property will generate substantial cash flows that
will be utilised to settle debt obligations which are due in
May 2012.
2.3 The consideration
The consideration for the Disposal, amounting to R10 650 000,
will be settled in cash ("the Disposal consideration").
2.4 Conditions precedent and effective date
The Disposal is unconditional as all the conditions precedent
have been fulfilled.
The effective date of the Disposal is 11 October 2011.
3. PRO FORMA FINANCIAL EFFECTS OF THE DISPOSAL
The table below sets out the unaudited pro forma financial effects
of the Disposal on Hardware Warehouse`s earnings per share, headline
earnings per share, net asset value per share and tangible net asset
value per share.
The unaudited pro forma financial effects have been prepared to
illustrate the impact of the Disposal on the reported reviewed
results of Hardware Warehouse for the year ended 30 June 2011, had
the Disposal occurred on 1 July 2010 for statement of comprehensive
income purposes and on 30 June 2011 for statement of financial
position purposes.
The unaudited pro forma financial effects have been prepared using
accounting policies that comply with International Financial
Reporting Standards and that are consistent with those applied in
the audited results of Hardware Warehouse for the year ended 30 June
2011.
The unaudited pro forma financial effects, which are the
responsibility of the directors, are provided for illustrative
purposes only and, because of their pro forma nature may not fairly
present Hardware Warehouse`s financial position, changes in equity,
results of operations or cash flow.
Before After Percent
the the age
Disposal Disposa change
l (%)
Basic earnings per share (cents) 4.85 5.42 11.75
Headline earnings per share 5.11 5.66 10.76
(cents)
Net asset value per share (cents) 35.75 35.76 0.03
Tangible net asset value per share 23.16 23.17 0.04
(cents)
Weighted average number of shares 69 400 69 400 -
in issue (`000)
Total number of shares in issue 77 900 77 900 -
(`000)
Notes:
1. The amounts in the "Before the Disposal" column have been
extracted from the reviewed results of Hardware Warehouse for
the year ended 30 June 2011.
2. The amounts in the "After the Disposal" column reflect the
financial effects of the Disposal on Hardware Warehouse, based
on the assumption that:
a.) the Disposal consideration of R10 650 000 is paid in cash;
b.) interest is earned on the Disposal consideration at a rate
of 10% per annum;
c.) once-off expenses of R639 000 have been incurred on the
Disposal; and
d.) capital gains tax and deferred tax have been taken into
account.
3. The effects on basic earnings per share and headline earnings
per share are calculated based on the assumption that the
Disposal was effected on 1 July 2010.
4. The effects on net asset value per share and tangible net asset
value per share are calculated based on the assumption that the
Disposal was effected on 30 June 2011.
4. CLASSIFICATION OF THE DISPOSAL
The Disposal is classified as a Category 2 transaction in terms of
the Listings Requirements of JSE Limited.
East London
19 October 2011
Designated Adviser
Merchantec Capital
Date: 19/10/2011 15:38:01 Produced by the JSE SENS Department.
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