| Wed 19 Oct 2005, 17:30 | | Samrand - The disposal by Samrand of certain prope |
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Samrand - The disposal by Samrand of certain properties
SAMRAND DEVELOPMENT HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1971/003132/06))
Share code: SMR & ISIN: ZAE000010419
("Samrand" or "the Company")
THE DISPOSAL BY SAMRAND OF CERTAIN PROPERTIES ("THE DISPOSALS")
THE DISPOSALS
Shareholders are advised that various agreements have been entered into by
Samrand for the disposal of certain properties within their portfolio.
RATIONALE FOR THE DISPOSALS
Samrand has recently received a number of offers for certain portions of land
within its property portfolio. Accepting these offers will allow Samrand to:
- unlock value for shareholders;
- settle its remaining obligations to Nedbank Limited; and
- due to an increase in working capital, enable the company to apply to the
JSE for the lifting of the suspension in the trading of Samrand shares.
THE PURCHASE AGREEMENTS
3.1 The Kock Agreement
An offer of R769 200 (excluding VAT) has been received from a MR N A Kock
for the purchase of Erf 877, Kosmosdal Extension 11.
3.2 The Geldenhuys Agreement
An offer of R14 388 970 (excluding VAT) has been received from Mr D A
Geldenhuys for the purchase of Erf 891 Kosmosdal Ext 11.
The Maduna Agreement
An offer of R18 500 000 (excluding VAT) has been received from Mr M A
Maduna for portion 174 of the farm Van Der Bijl Park 550, situated in Jan
van Eck Road, Vanderbijlpark.
3.3 The Kagiso Agreements
An offer of R10 204 250 (excluding VAT) has been received from Kagiso
Intaprop (Pty) Limited for the purchase of Erven 853 - 858 of Kosmosdal
Extension 11.
An offer of R38 026 550 (excluding VAT) has been received from Kagiso
Intaprop (Pty) Limited for the purchase of Erven 838 - 9, 841 - 2, 844,
863, 870 - 5, and 879 - 883 of Kosmosdal Extension 11.
PRO FORMA FINANCIAL EFFECTS
The pro forma financial effects have been prepared for the purposes of this
transaction. As a result of the nature of pro forma financial information, they
may not fairly present Samrand"s financial position, and are thus provided for
illustrative purposes only.
Before After %
change
(Loss)/earnings per share (21.5) 27.0 225.5%
(cents)
Headline (loss)/earnings per (11.2) 27.0 340.92%
share (cents)
Net asset value per share 65.7 92.7 41.08%
(cents)
Net tangible asset value per 65.7 92.7 41.08%
share (cents)
Weighted average share price 65.7 92.7 41.08%
(cents)
Weighted number of shares in 136 163 266 136 163 266 0.0%
issue (`000)
Number of shares in issue 136 163 266 136 163 266 0.0%
(`000)
Notes:
The above figures are based on the assumption that no other transactions
occurred during the year except for the disposals mentioned in 3 above.
The figures are based on the year end results for the year ended 31 March 2005.
The effective date of the transactions is taken as 1 October 2005.
CONDITIONS PRECEDENT
The disposals are conditional upon the following:
- the approval of the Board of Samrand Development Holdings Limited (this
condition has been fulfilled);
- the approval of the Board of Samrand Development (Proprietary) Limited
(this condition has been fulfilled);
- the approval of the shareholders of Samrand in general meeting; and
- the approval of the necessary authorities.
OPINIONS, CONSENTS AND RECOMMENDATIONS
In accordance with the Listings Requirements of the JSE Limited, Mills Fitchet
have been approved as the independent property valuation experts to value the
property to be disposed off, and their valuations and valuation report will be
available in the circular to shareholders.
The directors of Samrand are of the opinion that the terms and conditions of the
disposal are fair and reasonable to shareholders, and advise shareholders to
vote in favour of the resolutions to be proposed at the general meeting. The
directors directly holding shares have all indicated their intention to vote,
where they are permitted to do so, in favour of all the resolutions at the
general meeting in respect of their own holdings of Samrand shares.
SALIENT DATES AND TIMES
2005
Circular and notice of general meeting Friday, 4 November
posted on
Last day for lodging form of proxy by Friday, 18 November
11:30am on
Pre-registration of shareholders at Tuesday, 22 November
11:00am on
General meeting of Samrand shareholders Tuesday, 22 November
to be held at 11:30 on
Results of general meeting released on Tuesday, 22 November
SENS
Results of general meeting published in Wednesday, 23 November
the press on
CIRCULAR TO SHAREHOLDERS AND GENERAL MEETING
The general meeting will be convened for 11:30 on Tuesday, 22 November 2005 in
the boardroom of Van Der Merwe Du Toit Inc, Brooklyn Place, cnr Bronkhorst and
Dey Streets, Brooklyn, Pretoria, for the purpose of considering, and if deemed
fit, passing with or without modification, the resolutions required to approve
and implement the disposal. Pre-registration of shareholders will take place
for the 30 minutes prior to the general meeting.
A circular to shareholders detailing the transaction will be posted to
shareholders on or about 4 November 2005.
9. RELATED PARTY
Shareholders are advised that this transaction does not constitute a related
party transaction.
10. RENEWAL OF CAUTIONARY
The cautionary to shareholders dated 30 August 2005 is hereby renewed, as
further negotiations regarding various other disposals are still in progress.
Shareholders are thus advised to continue to exercise caution when dealing in
their Samrand shares.
PRETORIA
19 OCTOBER 2005
Sponsor
LPC Manhattan Moela (Pty) Limited
Date: 19/10/2005 05:30:14 PM Produced by the JSE SENS Department
