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Pacific - Disposal Of Property Adjoining The Cape Rendezvous Hotel
Release Date: 18/05/2004 12:00:03 Code(s): PAC
PACIFIC - DISPOSAL OF PROPERTY ADJOINING THE CAPE RENDEZVOUS HOTEL
PACIFIC HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration number 1987/001960/06
Share code: PAC ISIN: ZAE000027462
("Pacific" or "the company")
Disposal of property adjoining the Cape Rendezvous Hotel
1. Introduction
Shareholders are hereby notified that Cape Rendezvous Hotel (Pty) Limited
("the seller"), a wholly-owned subsidiary of Pacific, has entered into an
agreement ("the agreement") with Aroma Sands (Pty) Limited ("the
purchaser"), for the disposal of vacant property in Brackenfell in the
Western Cape ("the property") adjoining the Cape Rendezvous Hotel ("the
disposal"), a hotel owned and operated by Pacific.
2. Terms of the disposal
Pacific will dispose of the property "voetstoots" to the purchaser for an
amount of R4 250 000 ("the disposal consideration"), payable as follows:
* R50 000 deposit on the date of approval of the disposal by the
shareholders of Pacific in general meeting; and
* within 30 days of the abovementioned approval, the purchaser shall
furnish a guarantee for the payment of the balance of the disposal
consideration.
The disposal is subject to the fulfilment of the following conditions
precedent:
* approval by the JSE Securities Exchange South Africa ("the JSE"); and
* approval of the disposal by the shareholders of Pacific in general
meeting.
3. Rationale for the disposal
The company has owned the vacant property, situated in Brackenfell in the
Western Cape, for a number of years. The original intention was to expand
the Cape Rendezvous Hotel, which is situated next to the vacant property.
The board is of the opinion that due to the slowdown in the tourism market
and the continuous pressure on the occupancy rate of the hotel, that the
current market conditions do not allow for further expansion of the hotel.
The disposal consideration will be used to repay the bank call account loan
as well as the bank overdraft. This will result in a substantial interest
saving for the company.
The board is therefore of the view that the proposed sale of the vacant
property is in the best interests of shareholders.
4. Financial effects of the disposal
Set out in the table below are the unaudited pro forma financial effects of
the disposal based on Pacific"s published unaudited interim results for the
six months ended 31 December 2003. The unaudited pro forma financial
effects are prepared for illustrative purposes only to provide information
on how the disposal may have impacted on the results and financial position
of Pacific and because of their nature may not give a fair reflection of
Pacific"s financial position after the disposal nor the effect on future
earnings.
Before the After the Percentage
Notes disposal1 disposal change
(cents) (cents)
(Loss)/Earnings per share 2 (3.3) 17.6 633.3
Headline loss per share 2 (3.3) (2.7) 17.3
Net asset value and tangible net
asset value per share 3 (71.5) (65.8) 8.1
Number of shares in issue ("000s) 16 095 16 095 -
Weighted number of shares in
issue ("000s) 16 095 16 095 -
Notes:
1. Extracted from the published unaudited interim results of Pacific for the
six months ended 31 December 2003.
2. (Loss)/Earnings and headline loss per share are based on the following
assumptions:
* the disposal was effected on 1 July 2003;
* the disposal consideration was utilised to repay the bank call account
loan and part of the bank overdraft;
* an interest saving on the disposal consideration, calculated at an
average rate of 13.54%, for the six-month period;
* no tax adjustment was made as Pacific has a calculated tax loss; and
* transaction costs of R200 000.
3. Net asset value and tangible net asset value per share are based on the
following assumptions:
* transaction costs of R200 000; and
* the disposal was effected on 31 December 2003.
5. Documentation
A circular, which is subject to the approval of the JSE, will be sent to
shareholders in due course. The circular will contain details of the
disposal and will incorporate a notice of general meeting to Pacific
shareholders.
Johannesburg
18 May 2004
Transaction sponsor
Bridge Capital
Reporting accountants and auditors
PricewaterhouseCoopers Inc.
Chartered Accountants (SA)
Registered Accountants & Auditors
(Registration no. 1998/012055/21)
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