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Nictus Limited - ACQUISITION OF A 65% INTEREST IN FUTENI COLLECTIONS (PTY) LTD
Nictus Limited
("Nictus")
(Incorporated in South Africa)
(Registration number 1981/001858/06)
JSE Share Code: NCS
NSX Share Code: NCT
ISIN Number: NA0009123481
ACQUISITION OF A 65% INTEREST IN FUTENI COLLECTIONS (PTY) LTD
Introduction
KPMG is authorised to announce that, Corporate Guarantee and Insurance Company
of Namibia Limited ("CGI"), a wholly owned subsidiary of Nictus, has acquired
65% of the shareholding in Futeni Collections (Proprietary) Limited ("Futeni")
from Namibian Harvest Investments Limited ("NHI"). CGI has also acquired NHI"s
share of the shareholders"loans (being NHI and the Government Institutions
Pension Fund)("the claims"), but excluding that portion of the claims which is
represented by selected book debts listed in the agreement ("the retained
claim").
Purchase consideration
The total purchase consideration of N$2.6 million was settled in cash on the
closing date, 8 April 2004. In addition to this cash payment, CGI shall repay
the retained claim attributable to NHI as and when the selected book debts are
collected. The effective date of the acquisition is 1 January 2004.
Nature of the business of Futeni
The main business of Futeni is that of collecting of non-performing book debts.
Rationale for the acquisition
Futeni operates within the financial services sector in Namibia and its business
operations are complementary to the activities of the Nictus group of companies.
The transaction was undertaken in order to facilitate growth in earnings and
shareholder value.
Financial effects
The table below illustrates the effects of the transaction on the earnings and
headline earnings per share:
Published Pro forma % Increase
Before After (Decrease)
Weighted average number
of shares in issue 53,443 53,443 -
(`000)
Earnings per share 1.79 2.61 45%
(cents)
Headline earnings per 1.88 2.71 44%
share (cents)
1. The "Before" financial information has been extracted, without adjustment
from the published interim results of Nictus for the six months ended 30
September 2003.
2. The "After" earnings per share has been adjusted for the trading profit of
Futeni for the 6 month period ended 30 September 2003 and the reduction in
interest received on the R2.6 million purchase consideration calculated at 11%.
3. The "After" headline earnings per share has been adjusted for the trading
profit of Futeni for the 6 month period ending 30 September 2003 and the
reduction in interest received on the R2.6 million purchase consideration
calculated at 11%.
The effect of the acquisition on the net asset value and net tangible asset
value of Nictus is not significant. Significant in this context is defined as
meaning a change of less than 3%.
Categorisation of the acquisition
The acquisition has been categorised as a Category 3 transaction in terms of
section 9.5(a) of the JSE Securities Exchange South Africa Listings
Requirements.
Pretoria
28 April 2004
Sponsor: KPMG Inc.
Date: 28/04/2004 05:15:11 PM Produced by the JSE SENS Department
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