| Thu 1 Dec 2011, 14:54 | | RIN - Redefine Properties International Limited - Financial effects of |
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RIN
RIN
RIN - Redefine Properties International Limited - Financial effects of
underwriting of Cromwell capital raising and withdrawal of cautionary
announcement
Redefine Properties International Limited
(Incorporated in the Republic of South Africa)
(Registration number 2010/009284/06)
JSE share code: RIN ISIN Code: ZAE000149282
("RIN" or "the company")
FINANCIAL EFFECTS OF UNDERWRITING OF CROMWELL CAPITAL RAISING AND WITHDRAWAL OF
CAUTIONARY ANNOUNCEMENT
INTRODUCTION
Linked unitholders are referred to the announcement released on SENS on 22
November 2011 in terms of which it was advised that the company`s London Stock
Exchange-listed subsidiary, Redefine International P.L.C. ("RI PLC") had
concluded an agreement ("the underwriting agreement") to partially underwrite a
capital raising by the Cromwell Property Group ("Cromwell")("the transaction").
The purpose of this announcement is to set out the financial effects of the
transaction assuming that RI PLC is required to fulfill its entire underwriting
commitment up to the maximum aggregate amount of AUD35 million.
FINANCIAL EFFECTS
The unaudited pro forma financial effects have been prepared for illustrative
purposes only to provide information on how the transaction may have impacted on
the historical financial results of RIN for the year ended 31 August 2011. Due
to their nature, the unaudited pro forma financial effects may not fairly
present RIN`s financial position, changes in equity, results of operations or
cash flows after the transaction. The unaudited pro forma financial effects are
the responsibility of the directors of RIN and have not been reviewed or
reported on by RIN`s auditors.
The unaudited pro forma financial effects of the transaction on RIN`s basic
earnings per linked unit, headline earnings per linked unit and distribution per
linked unit for the year ended 31 August 2011 are set out below. The unaudited
pro forma financial effects of the transaction on RIN`s net asset value and net
tangible asset value per linked unit are not signficant and have not been
disclosed.
Unadjusted Pro forma Change
before the after the
transaction transaction
(pence) (pence)
Basic earnings per linked unit 3.17 3.57 12.6%
Headline earnings per linked unit 6.35 6.75 6.3%
Distribution per linked unit 4.11 4.48 9.0%
Weighted average number linked units 345 685 929 -
in issue 345 685 929
Actual number of linked units in -
issue 372 305 640 372 305 640
Notes and assumptions:
- The amounts set out in the "Unadjusted before the transaction" column have
been extracted, without adjustment, from the published reviewed condensed
consolidated results of RIN for the year ended 31 August 2011.
- It has been assumed that RI PLC will be obliged to fulfil its entire
underwriting commitment of AUD 35 million.
- It has been assumed that 51 470 588 new Cromwell stapled securities will be
issued in terms of the entitlement offer at a price of AUD0.68 per stapled
security.
- RI PLC is entitled to a fee of AUD875 000 in consideration for providing
its underwriting commitment.
- Approximately a third of the AUD35 million will be funded through an
existing facility with Investec Bank (Australia) Limited at an interest
rate of 9.5% per annum, being a rate equal to 4% per annum over the
Australian Bank Bill Swap Bid Rate. The balance of the AUD 35 million
underwriting commitment will be funded from available cash resources.
- The equity accounted profits of Cromwell have been based on the historical
distributions made by Cromwell in respect of the quarter ended 30 September
2010, the quarter ended 31 December 2010, the quarter ended 31 March 2011
and the quarter ended 30 June 2011. This equates to a distribution of
GBP2.2 million (net of a 5% withholding tax), being AUD3.4 million
translated from Australian dollars to pounds sterling using an exchange
rate of GBP1.00:AUD1.53.
- As a result of the institutional placement of new Cromwell stapled
securities to raise AUD31 million and other placements of Cromwell stapled
securities which have been concluded by Cromwell subsequent to its year
ended 30 June 2011, RI PLC`s interest in Cromwell is assumed to remain at
approximately 21.7% subsequent to the transaction.
- All adjustments have a continuing effect.
WITHDRAWAL OF CAUTIONARY
Linked unitholders are referred to the cautionary announcement dated 22 November
2011 and are advised that following the release of the financial effects of the
transaction, caution is no longer required to be exercised by linked unitholders
when dealing in their linked units.
1 December 2011
Sponsor to Redefine Properties International Limited
Java Capital
Date: 01/12/2011 14:54:15 Produced by the JSE SENS Department.
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