| Tue 11 Sep 2001, 0:00 | | Brainware - Announcement |
|
BRAINWARE LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/006894/06)
Share code:BRW ISIN code: ZAE000018289
("Brainware")
Announcement regarding the:
* results of the general meeting of Brainware shareholders;
* lifting of the suspension of trading in Brainware securities;
* delisting of 190 716 090 Brainware ordinary shares;
* transfer of the Brainware listing to the "Cash Companies" sector of the
JSE List; and
* net tangible asset value per Brainware share.
1. Results of the general meeting of Brainware shareholders
Further to the circular to shareholders dated 20 August 2001, the following
ordinary resolution was passed at the general meeting of Brainware
shareholders, held on Friday, 7 September 2001, by the requisite number of
members' votes, approving, without amendment, the disposal of Erf 10
Highveld Township ("the property"), Registration Division JR, Province of
Gauteng, an asset of Brainware Property Investments (Proprietary) Limited, a
wholly owned subsidiary of Brainware, for an amount of R3,6 million.
2. Lifting of the suspension of trading in Brainware securities
The board of directors ("the Board") confirms that the suspension of trading
in Brainware securities will be lifted by the JSE Securities Exchange South
Africa ("the JSE") with effect from commencement of trading on Wednesday, 26
September 2001, subject to the transfer of the property being effected prior
to this date. Should the transfer not be effected before this date,
shareholders will be informed of the revised date of the lifting of the
suspension.
3. Delisting of 190 716 090 ordinary shares
Further to the circulars to shareholders dated 4 September 2000, 28 October
2000 and 31 January 2001, respectively, and the approvals obtained at the
general meetings of shareholders held in accordance therewith, the Board
confirms that 190 716 090 Brainware ordinary shares have been repurchased
and duly cancelled opposite the Registrar of Companies. The delisting of
these shares will be effected by the JSE on the date of the lifting of the
suspension (refer 2 above).
4. Transfer of the listing to the "Cash Companies" sector of the JSE List
The JSE has approved the transfer of Brainware's listing to the "Cash
Companies" sector of the JSE List with effect from the date of the lifting
of the suspension (refer 2 above).
5. Net tangible asset value per Brainware share
The audited consolidated annual financial statements of Brainware for the
year ended 30 June 2001 indicate a net tangible asset value per Brainware
share ("NTAV") of 1,16 cents. Shareholders are referred to these financial
statements, published in abridged format in the press on Friday, 7 September
2001, to obtain a full understanding of the calculation of this amount.
Shareholders' attention is also drawn to the provisions for doubtful debts
which are reflected in this amount and as such attention is drawn to the
fact that the NTAV may, if certain of these debts are collected, increase.
Any significant development in this regard will be communicated to
shareholders.
The pro forma effect of the property disposal (refer 1 above) on a
Brainware shareholder based on the audited NTAV for the year ended 30 June
2001, is as follows (for illustrative purposes only):
Before After
(cents) (cents) % change
NTAV 1 1,16 1,28 10,3
1 The effect on NTAV has been rounded and was calculated on the assumption
that the disposal was effected on 30 June 2001 (based on 386 475 905
ordinary shares in issue).
Pretoria
11 September 2001
Corporate advisor and Sponsor
Quaestor Capital (Pty) Ltd
Registration number 1991/007330/07
Independent advisor to Brainware shareholders
Bridge Capital Services (Pty) Limited
(Registration number 1998/016301/07)
