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ALEX WHITE HOLDINGS LIMITED - DISPOSAL OF RAND DATA FORMS (PROPRIETARY) LIMITED
AND RENEWAL OF CAUTIONARY
Alex White Holdings Limited
(Registration number 1949/035016/06)
Share code: ALX
ISIN: ZAE 000000386
("Alex White" or "the company")
DISPOSAL OF RAND DATA FORMS (PROPRIETARY) LIMITED
1. Introduction
Shareholders are advised that subject to certain conditions precedent Alex White
Investments (Pty) Limited ("Alex White Investments"), a wholly owned subsidiary
of the company has entered into an agreement ("the disposal agreement") dated 3
March 2004, in terms of which it sold the entire share capital of and all its
claims against Rand Data Forms (Pty) Limited ("Rand Data Forms"), its wholly
owned subsidiary to S P Naidoo and J C Roux ("the purchasers").
2. Terms of the disposal
2.1 Rationale
The business of Rand Data Forms is to act as a print broker obtaining orders
from customers and placing the orders with manufacturers of printed material.
The directors of Rand Data Forms approached the board of directors of Alex White
(`the board") with a management buyout proposal. Being a service driven
operation, the success of Rand Data Forms is largely dependent on the
performance of its employees.
The board approved the sale of Rand Data Forms to its management subject to,
inter alia, the conditions precedent set out in 2.5 below for the following
reasons:
* The business carried out by Rand Data Forms is not part of the core business
of the group;
* The senior management of Rand Data Forms are the purchasers;
* The sale will contribute to black economic empowerment as 50% of Rand Data
Forms will now vest in a previously disadvantaged person.
2.2 Subject matter of the disposal
In terms of the disposal agreement Alex White Investments sold 10 000
ordinary shares with a par value of R2,00 each in the issued share capital of
Rand Data Forms, constituting the entire issued share capital of Rand Data
Forms, together with all or any claims which Alex White Investments may have
against Rand Data Forms as at 1 March 2004 in respect of monies lent and
advanced by it to Rand Data Forms, to the purchasers.
2.3 Disposal consideration and payment
The disposal consideration is:
2.3.1 in respect of the sold shares, the sum of R2 000 000-00 (two million
rand), to be settled in cash
2.3.2 in respect of the sold claims, the face value thereof as at 1 March 2004,
to be settled in cash.
2.4 Effective date
The effective date of the disposal is 1 March 2004.
2.5 Conditions precedent
The disposal is subject to inter alia the following outstanding suspensive
conditions:
2.5.1 that the Alex White group obtain written release of Rand Data
Forms from any suretyships which it may have entered into on behalf of the Alex
White group; and
2.5.2 that Rand Data Forms obtain the written release of the Alex White
group from any suretyships which it may have entered into on behalf of Rand
Data Forms.
3. Application of sale proceeds
The proceeds of the disposal will be utilised to reduce the interest
bearing borrowings of the Alex White group.
4. Financial effects
The financial effects of the implementation of the disposal and the distribution
are set out below. The following table has been prepared for illustrative
purposes only and is based on the published interim results of the company for
the six months ended 31 December 2003.
Before the After the Percentage
Disposal disposal change
(cents) (cents) (%)
Earnings per ordinary share 12,5 12,5 0%
Headline earnings per share 11,9 12,1 1,65%
Net asset value per
ordinary share 209 214 2,34%
Net tangible asset value
per ordinary share 204 209 2,39%
5. Renewal of the cautionary announcement
Shareholders are referred to the cautionary announcement dated 22 January 2004
relating to a capital investment by a subsidiary of the company and are advised
that the company is finalising the details. A detailed announcement will be
made shortly.
Johannesburg
7 March 2004
Sponsor
Sasfin Corporate
Finance
a Division of
Sasfin Bank Limited
Date: 11/03/2004 10:24:44 AM Produced by the JSE SENS Department
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