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JSE LMID
LMID
Lereko - Preliminary audited results for the 15 months ended 25 June 2006
Lereko Mobility (Proprietary) Limited
Incorporated in the Republic of South Africa
Registration number: 2004/034154/07
Share code: LMID
ISIN: ZAE000067229
("Lereko Mobility
Preliminary audited results for the 15 months ended 25 June 2006
Condensed balance sheet
at 25 June 2006
2006
R"000
Assets
Non-current assets
14 516 617 preferred ordinary shares in Imperial
Holdings Limited 1 865 385
Current assets
Cash and cash equivalents 5 895
Total assets 1 871 280
Equity and liabilities
Capital and reserves
Share capital 2 040
Non-distributable reserve 125 860
Distributable reserve 120 057
247 957
Non-current liabilities
Interest-bearing borrowings 794 178
Financial liabilities 667 089
Deferred tax 161 116
1 622 383
Current liabilities
Taxation 812
Trade and other payables 128
940
Total equity and liabilities 1 871 280
Condensed income statement
for the period ended 25 June 2006
2006
R"000
Operating expenses (380)
Net fair value adjustments 288 487
Net financing costs (86 205)
Profit before taxation 201 902
Taxation 81 845
Profit after taxation 120 057
Condensed cash flow statement
for the period ended 25 June 2006
2006
R"000
Cash flows from
operating activities
Cash utilised in operating
Activities (251)
Net financing costs (86 205)
Taxation paid (2 561)
Net cash flows from
operating activities (89 017)
Cash flows from
investing activities
Acquisition of shares in
Imperial Holdings Limited (754 242)
Cash flows from financing activities
Capital raised 2 040
Long-term debt raised 847 114
Net cash flows from
financing activities 849 154
Increase in cash and cash
Equivalents 5 895
Cash and cash equivalents at the
beginning of the period -
Cash and cash equivalents at the
end of the period 5 895
Introduction
In June 2005 Lereko Mobility (Proprietary) Limited ("the company") concluded
a black economic empowerment transaction with Imperial Holdings Limited
("Imperial").
In terms of this transaction the company acquired 14 516 617 preferred
ordinary shares from Imperial which are unlisted and will pay a fixed annual
dividend of 535 cents per share for five years. Thereafter they will convert
to ordinary shares and will be listed ranking pari passu with Imperial"s
ordinary shares.
To fund the acquisition of these shares the company raised senior funding by
issuing to financial institutions preference shares for R377 million and 14
533 096 debentures for R458 million. The debentures are unsecured,
subordinate to the claims of the preference shares and listed on the JSE
under the Asset-Backed Securities: Other Securities sub-sector.
The debenture holders are entitled to a coupon of 5% per annum. The
debentures will be redeemed on 1 October 2010 at R41.50 per debenture plus an
equity-linked bonus being 25% of the extent to which Imperial"s share price
exceeds R145.25 on that date.
Imperial facilitated the transaction with vendor finance by issuing preferred
ordinary shares at their par value of 4 cents. This discount had a value of
R598 million. This will entitle Imperial to a call option from the company
for sufficient of Imperial"s ordinary shares to be delivered on 15 June 2015
to settle this amount plus a return which will amount to a minimum of R1 945
million and a maximum of R2 291 million.
Results
The preliminary audited financial statements have been prepared in accordance
with IAS 34 - Interim Financial Reporting and are a summary of the company"s
unqualified audited financial statements.
These are the first audited results for the period ended 25 June 2006. The
results have been audited by the company"s auditors, Deloitte & Touche and
their signed unmodified opinion is available for inspection at the company"s
registered office.
The company has posted a net profit after tax amounting to R120 million. This
takes into account the increase in value of the Imperial shares during the
period reduced by the financial liabilities which have been fair valued and
expensed.
The financial liabilities are payable to the debenture holders for the equity-
linked bonus and to Imperial for the vendor finance.
The funding costs payable to the preference shareholders and the debenture
holders are included in the interest expense.
The equity of the company now stands at R248 million and the preferred
ordinary shares in Imperial have a market value at the reporting date of R1
865 million.
There have been no facts or circumstances of a material nature that have
occurred between the accounting date and the date of this report.
Interest on debentures
Notice is hereby given that an interest payment of 103.75 cents per debenture
is payable to debenture holders recorded in the registers of the company at
the close of business on Friday, 29 September 2006.
In compliance with the requirements of STRATE, the electronic settlement and
custody system used by the JSE Limited, the company has determined the
following salient dates for the payment of the interest:
2006
Last day to trade cum-interest payment Thursday, 21 September
Debentures commence trading
ex-interest payment Friday, 22 September
Record date Friday, 29 September
Payment date Monday, 2 October
Debenture certificates may not be dematerialised/rematerialised between
Friday, 22 September 2006 and Friday, 29 September 2006, both days inclusive.
On Monday, 2 October 2006, the interest payment will be electronically
transferred to the bank accounts of certificated debenture holders that
utilise this facility. In respect of those who do not, cheques dated 2
October 2006 will be posted on or around that date. Debenture holders who
have dematerialised their shares will have their accounts, held at their CSDP
or Broker, credited on Monday, 2 October 2006.
Company Secretary By order of the Board
RA Venter 29 August 2006 BEDFORDVIEW
Condensed statement of changes in equity
for the period ended 25 June 2006
Non-
Distributable Distributable
Issued capital reserve reserve Total
R"000 R"000 R"000 R"000
Issue of share capital 2 040 2 040
Fair value adjustment on
call option (361 455) (361 455)
Fair value adjustment
on preferred
ordinary shares 487 315 487 315
Net profit for the period 120 057 120 057
2 040 125 860 120 057 247 957
Directors: MV Moosa B.Sc. (Chairman), N Gwagwa Phd, WG Lynch (Irish), AH
Mahomed B.Compt (Hons) CA(SA) H.Dip Tax, PS Molefe Hon Doctorate,
Secretary
R A Venter
Business address and registered office
2nd Floor, Building No 5, Commerce Square, 39 Rivonia Road, Sandhurst
Share transfer secretaries
Computershare Investor Services 2004 (Proprietary) Limited, 70 Marshall
Street, Johannesburg, 2001
Sponsor
Merrill Lynch SA (Pty) Limited, 138 West Street, Sandown Sandton, 2196
Date: 30/08/2006 07:05:06 AM Produced by the JSE SENS Department
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