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Xantium - General Issue Of Shares For Cash
Xantium Technology Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No. 2003/012583/06)
Share code: XAN ISIN code: ZAE000057386
("Xantium" or "the company")
GENERAL ISSUE OF SHARES FOR CASH
Shareholders are advised that Xantium has issued 20 million shares to
public shareholders at 50 cents per share, raising R10 million. The
issue is in terms of the general authority granted to the directors to
issue shares for cash at the annual general meeting held on 12 January
2005.
Approximately R6.6 million of the amount raised will be used to settle
the cash consideration due for the acquisition of Simeka Management
Consulting (Pty) Limited ("Simeka Consulting") which was announced on
SENS on 30 September 2005.
The issue price is a 12% premium to the 30 day volume weighted average
traded price of Xantium shares to 25 November 2005.
FINANCIAL EFFECTS
The unaudited pro forma financial effects of the general issue of
shares
for cash are provided for illustrative purposes only to illustrate the
effects of the general issue of shares for cash on the groups
published
results for the year ended 31 May 2005. The unaudited pro forma
financial effects are the responsibility of the company"s directors.
Due to the nature
of the unaudited pro forma financial information, it may not give a
fair picture of the groups financial results and position after the
general issue of shares for cash.
Year end Pro forma Percentage
results year end change
before the results (%)
general issue after the
of shares for general
cash issue of
(cents) shares for
cash
(cents)
Headline earnings per 7.1 6.4 (9.8)
share
Earnings per share 7.2 6.4 (11.1)
Net asset value per 36.3 37.6 3.5
share
Net tangible asset (16.2) (8.1) 49.7
value per share
Number of shares in 150 664 170 664
issue and to be issued
(`000)
Note:
1. the "year end results before the general issue of shares for
cash" column reflects Xantium"s earnings per share, headline earnings
per share, net asset value per share and net tangible asset value per
share as published in the year end results.
2. the "pro forma year end results after the general issue of shares
for cash" column reflects the effects of the general issue of shares
for cash on the earnings per share and headline earnings per share
based on the following assumptions:
- the general issue of shares for cash was effective 1
June 2004;
- of the proceeds, R2.65 million were invested in an
interest
bearing account at an after tax rate of 4.26% per annum with
the balance of the issue used to settle the consideration due
to the vendor of Simeka Consulting and transaction costs of
R750 000.
3. the "pro forma year end results after the general issue
of shares for cash" net asset value per share and net
tangible asset value per share are based on the following
assumptions:
- the general issue of shares for cash was effective
31 May 2005;
- the raising of additional shareholder equity of R9.25
million
after adjusting for costs relating to the issue of shares
for cash of R750 000 against share premium;
- 155 million shares in issue.
Warning: The listing of the ordinary shares in the company is on the
ALTX. Shareholders are advised of the risks of investing in a company
listed on
the ALTX. Shareholders are advised that the JSE does not guarantee the
viability or the success of a company listed on the ALTX. In terms of
the
JSE Listings Requirements a designated advisor has to be retained by
the company. The designated advisor is required to, inter alia, attend
all
board meetings held by the company to ensure that all JSE Listings
Requirements and applicable regulations are complied with, approve the
financial director of the company and guide the company in a
competent, professional and impartial manner. If the company fails to
retain the designated advisor it must make arrangements to appoint a
new designated advisor within 10 business days, failing which the
company faces suspension of trading of its securities. If a designated
advisor is not appointed
within 30 days of its suspension the company faces the termination of
its listing without an offer to minority shareholders.
Rosebank
2 December 2005
Designated advisor
Java Capital (Proprietary) Limited
Date: 02/12/2005 05:37:12 PM Produced by the JSE SENS Department
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