| Thu 16 May 2002, 0:00 | | Ame - General Issue Of Shares For Cash |
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AME - General Issue of Shares for Cash
African Media Entertainment Limited
(Incorporated in the Republic of South Africa)
(Registration number 1926/008797/06)
Share Code: AME ISIN: ZAE000014106
("AME" or the "company")
GENERAL ISSUE OF SHARES FOR CASH
1. Introduction
Shareholders are advised that AME has successfully completed an issue of
shares for cash. On 8 May 2002, AME entered into an agreement with Catwalk
Investments 603 (Proprietary) Limited ("Catwalk"), an unrelated public
shareholder, to subscribe for 66 666 667 AME ordinary shares of one cent
each ("new AME shares") at an issue price of three cents per share, a total
subscription value of R2 million ("the issue"). This represents 8,8% of the
issued share capital of AME prior to the issue and will increase AME`s
issued share capital from 753 841 161 shares to 820 507 828 shares. The
issue price represents a premium of 189% to the weighted average traded
price of AME shares on the JSE Securities Exchange South Africa ("JSE") for
the 30-day period prior to the date on which the terms of the issue were
agreed, being 8 May 2002. The new AME shares will rank pari passu with the
existing issued shares of AME.
The issue has been made in terms of the general authority to issue shares
for cash granted by shareholders at the annual general meeting held on 23
May 2001.
Application has been made to the JSE for the listing of the new AME shares
from 20 May 2002.
2. Rationale for the issue
In line with AME`s intention of reducing its debt to acceptable levels, as
well as strengthening its balance sheet, the company has completed this
issue of shares for cash.
3. Financial effects of the issue
Set out below are the financial effects of the issue of 66 666 667 new
ordinary shares at an issue price of three cents per share on earnings per
AME share for the year ended 31 October 2001 and net asset value per AME
share at 31 October 2001, prepared on the following basis:
the calculations below are based on the audited results of AME for the
financial year ended 31 October 2001;
the effect of the issue on headline earnings per share has been calculated
on the assumption that the new AME shares were issued on 1 November 2000
(being the first day of AME`s last annual reporting period). It has been
further assumed that the net proceeds of the issue were applied to settle
debt funding at an after-tax rate of 9,8% per annum for the financial year
to 31 October 2001; and
the effect of the issue on net asset value per share has been calculated on
the assumption that the new AME shares were issued on 31October 2001.
Before As disclosed After the Change
the issue in the issue %
31 announcement (cents)
October dated 6 May
2001 2002
Audited (cents)
(cents)
Earnings per share 0,03 0,69 0,66 (4,7)
Headline earnings per 1,13 0,93 0,88 (5,6)
share - continuing
operations
Net asset value per share 3,13 4,09 4,00 (2,2)
Net tangible asset value (2,08) (1,34) (0,98) 26,5
per share
Number of shares (`000) 779 524 747 545 814 212 -
Notes:
On 6 May 2002, AME announced that it had reached agreement for the disposal
of the business conducted by Moonlighting Filmmakers (Proprietary) Limited
("Moonlighting") and the financial effects disclosed in that announcement
are also disclosed above. The after column in the table above is cumulative
of both the Moonlighting disposal and the issue.
Sandton
16 May 2002
Corporate advisor and sponsor
Brait