| Fri 23 Jan 2004, 10:24 | | AMENDMENT TO SEKUNJALO PRO FORMA FINANCIAL |
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SEKUNJALO INVESTMENTS LIMITED - AMENDMENT TO SEKUNJALO PRO FORMA FINANCIAL
EFFECTS OF THE SEKFISH TRANSACTION AND RIGHTS OFFER
Sekunjalo Investments Limited
(Incorporated in the Republic of South Africa)
(Registration number 1996/006093/06)
Share code: SKJ ISIN: ZAE000017893
("Sekunjalo")
Amendment to Sekunjalo pro forma financial effects of the Sekfish transaction
and rights offer
1. Pro forma financial effects previously reported
Sekunjalo shareholders are referred to the pro forma financial effects set out
on pages 17 and 27 of the circular to Sekunjalo shareholders dated 5 January
2004 ("the circular"), regarding an increase in Sekunjalo"s effective
shareholding in Sekfish Investments (Proprietary) Limited ("the Sekfish
transaction") and a partially underwritten renounceable rights offer to holders
of B shares of 145 454 545 new B shares at a subscription price of 55 cents per
new B share ("the rights offer").
Details of these financial effects as per the circular are set out below:
1.1 Pro forma financial effects of the Sekfish transaction on Sekunjalo
Per share (cents) Before(1) After(2) % change
Net asset value 34,34 8,85 (4) (74,23)
Tangible net asset value (14,80) (40,29) (3,4) (172,23)
Earnings 16,08 13,85(5) (13,87)
Headline earnings 20,32 18,09(5) (10,97)
Number of A shares in 2 000 000 2 000 000
issue 86 688 848 86 688 848
Number of B shares in
issue
Notes:
1. Based on the published audited results of the Sekunjalo group for the year
ended 31 August 2003, excluding the Sekfish transaction.
2. Based on the assumption that the Sekfish transaction was effective on 1
September 2002 for income statement purposes and 31 August 2003 for balance
sheet purposes.
3. Due to the debt funding being used to effect the Sekfish transaction, the
"After" column reflects a decrease in tangible net asset value as the value of
the investment has not been revalued on the balance sheet.
4. Based on the tangible net asset value attributable to Sekfish of R65,45
million at 31 August 2003.
5. Earnings and headline earnings have been adjusted for, inter alia, after-tax
interest paid of 10,5% and the profit after tax of R20,67 million generated by
Sekfish for the year ended 31 August 2003.
1.2 Pro forma financial effects of the rights offer on Sekunjalo
Per share (cents) Before (1) After (2) % change
Net asset value 8,85 41,11 364,52
Tangible net asset value (40,29) 22,49 155,82
Earnings 13,85 8,83 (3) (36,25)
Headline earnings 18,09 10,44 (3) (42,29)
Number of A shares in 2 000 000 2 000 000
issue 86 688 848 232 143 393
Number of B shares in
issue
Notes:
1. Based on the published audited results of the Sekunjalo group for the year
ended 31 August 2003.
2. Based on the assumption that the Sekfish transaction and the rights offer
were effective on 1 September 2002 for income statement purposes and 31 August
2003 for balance sheet purposes.
3. Assuming a before tax interest charge of 15%, being the average before tax
prime rate for the twelve month period from 31 August 2003.
2. Revised pro forma financial effects
Shareholders are advised that the financial effects regarding the Sekfish
transaction and the rights offer have been corrected in order to give an
illustration of the effect on Sekunjalo"s net asset value per share and tangible
net asset value per share. There has been no revision of the effect on
Sekunjalo"s earnings per share, headline earnings per share or number of shares
in issue. The revised pro forma financial effects are set out below.
2.1 Revised pro forma financial effects of the Sekfish transaction on Sekunjalo
Per share (cents) Before (1) After (2) % change
Net asset value 53,26 27,78(3) (47,84)
Tangible net asset value 4,12 (21,37)(3) (618,69)
Earnings 16,08 13,85 (13,87)
Headline earnings 20,32 18,09 (10,97)
Number of A shares in 2 000 000 2 000 000
issue 86 688 848 86 688 848
Number of B shares in
issue
Notes:
1. Based on the published audited results of the Sekunjalo group for the year
ended 31 August 2003, excluding the Sekfish transaction.
2. Based on the assumption that the Sekfish transaction was effective on 1
September 2002 for income statement purposes and 31 August 2003 for balance
sheet purposes.
3. Due to the debt funding being used to effect the Sekfish transaction, the
after column reflects a decrease in the net asset value and tangible net asset
value as the value of the investment has not been revalued on the balance sheet.
2.2 Revised pro forma financial effects of the rights offer on Sekunjalo
Per share (cents) Before (1) After (2) % change
Net asset value 27,78 48,28 73,79
Tangible net asset value (21,37) 29,66 238,79
Earnings 13.85 8,83 (3) (36.25)
Headline earnings 18.09 10,44 (3) (42.29)
Number of A shares in 2 000 000 2 000 000
issue 86 688 848 232 143 393
Number of B shares in
issue
Notes:
1. Based on the published audited results of the Sekunjalo group for the year
ended 31 August 2003.
2. Based on the assumption that the rights offer was effective on 1 September
2002 for income statement purposes and 31 August 2003 for balance sheet
purposes.
3. Assuming a before tax interest charge of 15%, being the average before tax
prime rate for the twelve month period from 31 August 2003.
All of the above pro forma financial effects have been prepared for illustrative
purposes only and because of their nature, may not give a true picture of
Sekunjalo"s financial position or results of operations.
Shareholders are advised that, save as disclosed above, there have been no other
changes to any matters disclosed in the circular.
Cape Town
23 January 2004
Investment bank and sponsor
Nedbank Corporate
Reporting accountants
Fisher Hoffman PKF (Newlands) Inc.
Chartered Accountants (SA)
Registered Auditors and Accountants
Date: 23/01/2004 10:00:05 AM Produced by the JSE SENS Department
