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Kolosus Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1978/000181/06)
Share code: KOS ISIN: ZAE000008504
("Kolosus" or "the Company")
Disposal of 50% shareholding in De Aar Abattoir (Pty) Ltd
1. Introduction
Shareholders are advised that subject to the conditions precedent referred to in
paragraph 4 below, an agreement has been concluded between Kolosus Investments
(Pty) Limited ("Kolosus Investments") a wholly owned subsidiary of Kolosus, and
GWK Limited ("GWK"), in terms of which Kolosus Investments disposed of its 50%
shareholding and loan in De Aar Abattoir (Pty) Ltd ("De Aar Abattoir") for a
cash consideration of R 4 500 000 ("the disposal").
2. The Disposal
De Aar Abattoir is a joint venture between Kolosus Investments, GWK and
independent third parties, which was concluded in 1997, with Kolosus currently
holding 100 050 ordinary shares with a par value of R1 and a loan of R 2 723
683.
GWK will acquire the ordinary shares and the loan for a total cash consideration
of R 4 500 000. The effective date of the disposal is 1 April 2003 with
the closing date being the first business day following the day on which the
agreement becomes unconditional ("closing date").
3. Terms of the Disposal
The consideration of R4 500 000 for the disposal will be payable to Kolosus
Investments on the closing date by means of a cash payment.
4. Conditions Precedent
The proposed sale is inter alia subject to:
* The current management of De Aar Abattoir undertaking to remain in the
employment of De Aar Abattoir until at least the closing date; and
* GWK completing a due diligence investigation confirming that the Company"s
financial position has not deteriorated between 30 April 2002 and 28 February
2003, and that none of the Company"s shareholders loan accounts as at 30 April
2002 have been repaid since then with the exclusion of interest payments.
5. Financial Effects
The table below sets out the financial effects of the disposal, based on the
published reviewed interim financial results of Kolosus for the six months ended
31 October 2002.
Before After %
(cents) (cents) Change
Headline earnings 0.55 0.57 3.64
per share
Earnings per share 0.55 0.72 31.44
Net asset value per 32.34 32.51 0.52
share
Notes:
1. Extracted from the published reviewed interim financial results of Kolosus
for the six months ended 31 October 2002.
2. The earnings figures in the after column assume the disposal was effected
on 1 May 2002 when calculating the effect on earnings and headline
earnings per share. An interest saving of 17 % per annum was assumed for the six
month period.
3. The net asset value figure in the after column assumes the disposal was
effected on 31 October 2002.
7 April 2003
Pretoria
Corporate Advisor and Sponsor
PricewaterhouseCoopers Corporate Finance
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