| Thu 13 Nov 2003, 8:49 | | TRADING STATEMENT, DISTRIBUTION, UPDATE AND FURTHE |
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Corpcapital - TRADING STATEMENT, DISTRIBUTION, UPDATE AND FURTHER CAUTIONARY
Corpcapital Limited
(Incorporated in the Republic of South Africa)
(Registration number 1983/011384/06)
(Share code: CPA ISIN: ZAE000034260)
("Corpcapital" or "the company")
TRADING STATEMENT, DISTRIBUTION, UPDATE AND FURTHER CAUTIONARY
1. Trading statement
Corpcapital"s financial results for the year ended 31 August 2003 are in the
course of preparation. It is expected that the financial results will be
released before the end of November 2003.
In terms of the new JSE Securities Exchange South Africa Listing Requirements,
shareholders are advised that, earnings and headline earnings will be
substantially lower than those of the previous year. In terms of these
requirements, "substantially" is defined as being a decrease of greater than
30%.
The results need to be viewed in the context of the strategy of the company to
unlock shareholder value communicated to shareholders on 28 February 2003 and
the timing of the Corpbuild and Vestacor disposals. The progress in the
implementation of the realisation process was communicated to shareholders on 29
August 2003. In these circumstances earnings are less relevant than the amount
and timing of distributions to shareholders dealt with below.
The disposal by the group of Corpbuild (which disposal became unconditional on
23 September 2003) and Vestacor (which disposal is anticipated to become
unconditional during December 2003) will result in the company earning a profit
in an amount of approximately R160 million based on the carrying value of these
investments as at 31 August 2003. In addition the company has earned income
on these assets from the effective date of their disposal until 31 August
2003. The profit on disposal is not taken into account for the purposes of the
31 August 2003 financial results given that the relevant disposals were not
unconditional as at 31 August 2003.
In addition, the company has been operating off a lower capital base as a result
of the cash distributions to shareholders in an aggregate amount of R215
million (based on 331 091 744 shares in issue at 31 August 2003 excluding
shares held by consolidated entities) equivalent to 65 cents per share that were
effected within the last 12 months.
2. Distribution
Subject to the securing, to the extent necessary, of shareholder approval, the
company will by no later than 31 December 2003 make the following distributions
("the distributions"):
* Cash of R109,3 million which is equivalent to 33 cents per Corpcapital share;
* 46 million Iliad Africa Limited ("Iliad") shares which is equivalent to
0,13893 Iliad shares per Corpcapital share which based on a value of 485 cents
per Iliad share (closing price on 11 November 2003) equates to 67,4 cents per
Corpcapital share; and
* 50 million units in Redefine Income Fund Limited ("Redefine units") and/or the
cash proceeds derived by the company on the realisation of some or all of such
Redefine units as at the date of the distribution. The distribution of the 50
million Redefine units would be equivalent to 0,15102 Redefine units per
Corpcapital share or, based on a value of 260 cents per Redefine unit (closing
price on 11 November 2003), 39,3 cents per Corpcapital share.
The total value of the distribution is expected to be R462,4 million which is
equivalent to 139,7 cents per Corpcapital share (based on 331 091 744
Corpcapital shares in issue being the shares in issue at 31 August 2003
excluding shares held by consolidated entities), assuming a value of 485 cents
per Iliad share and a value of 260 cents per Redefine unit.
An announcement as to the timing and constitution of the distributions will be
made in due course.
The board of the company is satisfied that post the distribution the sound
financial position of the company will be maintained. The company will be able
to continue to meet its obligations and will continue to implement the strategy
in relation to its remaining assets.
A realisation statement reflecting the company"s estimated financial position
before and as a consequence of the distribution will be published together with
the publication of the financial results.
3. Disposal of Corpcapital"s Property Division
Shareholders are advised that the company has concluded an agreement in terms of
which, and subject to various conditions precedent, it will dispose of 60% of
its property division to The Standard Bank of South Africa, Marc Wainer and Wolf
Cesman. A detailed announcement relating to this disposal will be published in
due course.
4. Corpcom warranty claim
Shareholders are referred to note 33 of the annual financial statements of the
company for the year ended 31 August 2002 relating to contingent liabilities
and guarantees.
Included therein is the possibility of claims arising from warranties relating
to the sale of Corpcom to Clear Channel Independent ("CCI") concluded in
September 2001 in the maximum claimable sum of R50 million. The company has
now received notification from CCI of claims under the warranties which have not
previously been intimated. The company is considering and taking advice in
regard to these matters. A further announcement will be made in due course.
5. Cautionary Announcement
Shareholders are advised that the trading update has not been reviewed and
reported on by the company"s auditors. Shareholders must accordingly exercise
caution in dealing with their securities until publication of the 31 August
2003 results and pending further announcements in regard to the above.
Rosebank
13 November 2003
Sponsor
Java Capital
Date: 13/11/2003 08:19:03 AM Produced by the JSE SENS Department