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ACD
ACD
Alliance Data Corporation Limited - Issue Of 10 Million Ordinary Shares For Cash
ALLIANCE DATA CORPORATION LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/013402/06)
JSE Share code: ACD ISIN: ZAE000065165
("ADC" or "the Company")
ISSUE OF 10 MILLION ORDINARY SHARES FOR CASH
1. INTRODUCTION
Shareholders are advised that ADC has raised R 13 000 000 in capital by the
issue of shares for cash at 130 cents per ordinary share. The issue of shares
for cash will enable ADC to expand its current product offering.
2. ISSUE FOR CASH
At the annual general meeting of the Company held on 10 October 2005, the
requisite majority of shareholders approved an ordinary resolution authorising
the directors to issue shares for cash in accordance with the Listings
Requirements of JSE Limited (""the Listing Requirement").
As the issue of the new shares represent a 44,44% increase in the issued
ordinary share capital of the Company this disclosure is made in terms of
section 11.22 of the Listing Requirements:
- 10 000 000 ordinary shares in the Company has been issued at an issue price
of 130 cents per ordinary share;
- the issue price of 130 cents per share represent a discount of 10% to the
30 day weighted average price ended 24 March 2006, being the date the issue
price was agreed by the directors of ADC;
- the shares have been issued to public shareholders as defined by the
Listings Requirements.
3. FINANCIAL EFFECTS
3.1 The table below sets out the unaudited pro forma financial effects of the
issue for cash on the earnings, headline earnings and the net asset value and
tangible net asset value per ADC share:
Before After Change
(cents) (cents) (%)
(1)
Earnings per share (cents) 10.56 7.31 (30.77%)
(2)
Headline earnings per share 10.56 7.31 (30.77%)
(cents) (2)
Net asset value per share 187.73 169.97 (9.46%)
(cents) (3)
Tangible net asset value per 31.12 61.55 97.75%
share (cents) (3)
Notes:
1. The "before" column are extracted from the reviewed interim results of ADC
for the six months ended 31 August 2005.
2. The figures in the "after" column assume that the 10 000 000 shares were
issued, and the cash received on 1 March 2005, resulting in excess cash deposits
of R 13 000 000, which will be utilized for working capital purposes, therefore
no interest earnings were assumed on these excess cash deposit.
3. The figures in the "after" column assume that the 10 000 000 were issued on
31 August 2005.
3.2 The pro forma financial effects contained in table 3.1 above are the
responsibility of the company"s directors and have been prepared for the
purposes of illustrating how the transaction would have affected the relevant
financial results and position of ADC for the historical financial period
indicated and on a pro forma basis. Accordingly, such effects do not necessarily
fairly represent the financial effects of the transaction on ADC"s financial
position, changes in equity, results of operations or cash flows.
4. LISTING OF THE NEW SHARES
The JSE Limited has granted a listing of the new shares with effect from the
commencement of business on Monday, 24 April 2006.
25 April 2006
Johannesburg
Designated Advisor
Exchange Sponsors
Warning: The listing of ordinary shares in the company is on ALTx. Investors
are advised of the risks of investing in a company listed on ALTx. Investors are
advised that the JSE does not guarantee the viability or the success of a
company listed on ALTx. In terms of the Listings Requirements, the company is
obliged to appoint and retain a Designated Adviser, which is required to, inter
alia, attend all board meetings held by the company to ensure that all the
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 a Designated
Adviser, it must make arrangements to appoint a new Designated Adviser within 10
business days, failing which the company faces suspension of trading of its
securities. If a Designated Adviser is not appointed within 30 days of its
suspension, the company faces the termination of its listing without the
prospect of an appropriate offer.
Date: 25/04/2006 01:18:43 PM Produced by the JSE SENS Department
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