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Afgem - General issue of shares for cash
African Gem Resources Limited
(Incorporated in the Republic of South Africa)
(Registration number 1998/007292/06)
JSE code: AFG ISIN: ZAE000025540
(`Afgem` or `the Company`)
to be renamed Afgem Limited
GENERAL ISSUE OF SHARES FOR CASH
Shareholders are advised in terms of the Listings Requirements of the JSE
Limited (`the JSE`) that the Company has issued 20 000 000 shares for cash under
the general authority to issue shares for cash granted by shareholders at a
general meeting held on Friday, 17 June 2005. The shares were issued at
adiscount of 10% to the 30-day volume-weighted average traded price of Afgem
shares prior to the date of issue. The proceeds amounting to R7 060 000 will be
used by Afgem to fund mine development at its Kimberley operations. The 20 000
000 shares represent an increase of 9,8% in the issued share capital of the
Company.
Financial effects of the general issue of shares for cash
The table below sets out the unaudited pro forma effects on net asset value and
net tangible asset value per share of Afgem after the general issue of shares
for cash on the financial position of Afgem at 31 March 2005. The unaudited pro
forma financial effects are provided for illustrative purposes only and, because
of their pro forma nature, the unaudited financial effects may not give a fair
reflection of Afgem`s financial position at 31 March 2005 after the general
issue of shares for cash.
Before the After the
general issue general issue Percentage
(1) (2) change
Net asset value and
net tangible asset value
per share (cents) 25,6 21,8 (15,0)
Number of shares in issue 204 597 717 224 597 717 9,8
Notes:
1. As reported in the SENS release dated 15 June 2005 and the press announcement
dated 17 June 2005 as the pro forma net asset value per share and the net
tangible asset value per share after the acquisition of Bellsbank Consolidated
Diamond Mine (Proprietary) Limited, Loxton Exploration (Proprietary) Limited and
Rex Diamond Corporation (Proprietary) Limited (collectively referred to as `the
Mining Companies`). Shareholders are reminded that the net asset value per share
and the net tangible asset value per share in this column are based on the pro
forma consolidated financial position of Afgem at 31 March 2005 (audited) and
the unaudited pro forma consolidated balance sheet of the Mining Companies at 31
March 2005 (which in turn are based on the individual audited trial balances of
the Mining Companies).
2. Based on the pro forma consolidated financial position of Afgem at 31 March
2005 (audited) and the unaudited pro forma consolidated balance sheet of the
Mining Companies at 31 March 2005 (which in turn are based on the individual
audited trial balances of the Mining Companies), together with the R7 060 000
cash proceeds of the general issue of shares for cash.
The effect on Afgem`s earnings per share and headline earnings per share is
dilutory due to the 9,8% increase in issued share capital pursuant to the
general issue of shares for cash. Due to the incomplete accounting records of
the Mining Companies, the Company applied to and received approval from the JSE
to exclude the pro forma financial effects on the earnings per share and
headline earnings per share in the circular to shareholders dated 26 May 2005.
This ruling remains applicable to the general issue of shares for cash.
Accordingly, this comparison is not detailed herein.
Melrose Arch
15 July 2005
Lead sponsor
ABSA Corporate and Merchant Bank
Corporate Finance
ABSA Bank limited
Reg No 1986/004794/06
Sponsor
Java Capital
Date: 18/07/2005 05:55:07 PM
Produced by the JSE SENS Department
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