| Tue 10 Oct 2006, 16:55 | | Myriad Medical Holdings Limited - Abridged pre-lis |
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JSE
MYD
Myriad Medical Holdings Limited - Abridged pre-listing statement
Myriad Medical Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2006/006371/06)
(Date of registration: 3 March 2006)
Share code: MYD ISIN: ZAE000085825
("Myriad" or "the company" or "the group")
Abridged pre-listing statement
PRIVATE PLACING OF 111 764 706 MYRIAD SHARES AT A PRICE OF 85 CENTS PER
SHARE AND LISTING ON THE ALTERNATIVE EXCHANGE
The JSE Limited ("JSE") has granted Myriad a listing on the Alternative
Exchange ("AltX"), with effect from the commencement of business on
Tuesday, 17 October 2006, in respect of a 183 764 706 ordinary shares under
the abbreviated name "Myriad". The listing is subject to the JSE receiving
confirmation that the company has achieved the required spread of
shareholders as prescribed by the JSE Listings Requirements.
1. INTRODUCTION
Myriad will be South Africa"s first fully empowered publicly listed medical
devices company. The group provides a range of unique solutions under one
umbrella to private and government hospital markets in South Africa and
Africa, including accredited product application training, technical
support and turnkey hospital facilitation.
The MDI is currently fragmented, with numerous players operating in this
field. The projected 2006 market spend in the medical devices sector is
around R5.2 billion, with expectations for this to grow by 9% p.a. to at
least R8 billion by 2011.
Myriad is taking advantage of the opportunity to consolidate this sector by
combining a group of premier medical brands into one entity. The group is
consolidating the assets and rights of six businesses representing 20
leading agencies with hundreds of different products and premier brands in
the field of hospital specialist medical devices.
The businesses comprising the Myriad group have a solid growth track record
and have developed strong operational management teams. The listing of
Myriad will add critical mass and strategic management to these sound
fundamentals. As a consequence, the group is projecting continued
profitable growth in a rapidly evolving and expanding industry.
Key strengths:
* Myriad is one of the first groups in the MDI to form a consolidated
group of leading brands and agencies
* The group will be 26% empowered on listing through its BEE partner
Industrial Development Group ("IDG"), allowing it to tender successfully in
South Africa. IDG will also play an active role as a shareholder in Myriad
* Agencies and products targeted are leaders in their respective fields
* The group"s agencies and products are synergistic
* All businesses have a solid track record and are profitable
* Businesses have a significant foothold in their niche markets, with
ongoing contractual supplier agreements and tenders
* The group has experienced, motivated and skilled management with an
average of 20 years" experience in operational management and 25 years in
senior management
* Product ranges are state of the art, encompassing latest technological
advances
* The group provides all the technical support on equipment, through
service contracts and on an individual basis
* Through the creation of an in-house Training Academy, the group will
support the use of its products
* The synergies between the different businesses include:
- The cross-pollination of skills
- Ability to develop the client base through effective cross-selling
- Rationalisation of overheads
- Critical mass, which leads to stronger buying power, as 90% of product
is imported
- Established national footprint
- Main emphasis is on retaining the entrepreneurial nature of the
owner/managers
- Head office will provide support, enabling management to concentrate on
growing their businesses, provide funding to accelerate growth to new
levels and provide strategic guidance
The first phase in the group"s consolidation within the sector is being
addressed through the following actions, which will occur simultaneously:
* The implementation of the acquisition of the businesses, agencies and
products of Manta Forensic Services (Pty) Ltd, Manta Medical Systems (Pty)
Ltd, Mantaflex (Pty) Ltd (collectively "Manta"), ICU Medical SA (Pty) Ltd
("ICU Medical"), Callen Medical Supplies CC ("Callen") and Vital Care
Technologies CC ("Vital") with effect from 1 June 2006, as well as the
agency distribution rights to Kimal PLC and Newport Medical Instruments Inc
thereafter
* The listing of Myriad on the AltX of the JSE
* A capital raising, including the investment by the group"s BEE partner,
IDG, which will result in it being a 26% shareholder
2. GROUP STRUCTURE
Myriad is the group"s holding company. At the date of listing, Myriad will
only have one wholly-owned subsidiary, called Myriad Medical (Proprietary)
Limited, which will house all of the group"s operating divisions. These
will consist, as separate operating divisions, of the businesses and
agencies acquired and the Training Academy:
* Manta divisions
The Manta Medical and Mantaflex divisions operate as medical devices
distributors, supplying hospitals and doctors with intravenous and pressure
monitoring systems, wound care products, theatre drapes and surgical
gloves. The Manta Forensics division markets and designs kits used in DNA
analysis by South African law enforcement agencies. The industry serviced
covers the full spectrum of private, government and mining hospital and
clinic markets.
The Manta Forensics business started operating in 2000 to develop DNA
evidence collection kits. It markets and manufactures the forensic kits
used by the South African law enforcement agencies for the purposes of
rape, ballistics and other DNA material collections.
The Manta divisions" products have very strong brand awareness, as most
clinicians are familiar with the brands and loyal to them.
* ICU Medical division
The ICU Medical division is a medical devices distributor supplying
hospitals and doctors with intravenous needle-free access systems,
including the established CLAVE Connector from ICU Medical Inc (USA), a
world leader in its field, and the StatLock from Venetec International Inc.
It supplies devices for vascular access and devices to protect patients and
healthcare workers from exposure to infectious diseases through accidental
needle sticks.
* Vital and Callen divisions
The Vitalcare and Callen divisions operate as medical device technical
service providers and distributors, supplying hospitals with infusion
pumps, medical gas equipment, defibrillators, anaesthetic machines,
emergency medical and respiratory care products. The sector serviced by
the Vital and Callen divisions covers the full spectrum of private,
government and mining hospital and clinic markets, as well as alternate
care centres in South Africa and Africa.
* Newport division
The Newport division will operate in terms of an agency agreement with
Newport Medical Instruments Inc., which is the largest privately-owned
ventilator company in the United States. Founded in 1981, Newport brand
ventilators are distributed in over 116 countries, with $30 million in
worldwide sales. The company"s pioneering Newport E100 brand was the first
ventilator that could be used for neonates, paediatrics and adults; and its
newest generation of technologically advanced critical care ventilators
provide multi-functions and leading-edge features that are both user and
patient friendly. The Newport division will supply and distribute
Newport"s products.
* Kimal division
The Kimal division will operate in terms of an agency agreement with Kimal,
a privately-owned UK company that was founded in 1964 in the UK. Kimal
offers a comprehensive range of procedural packs for surgical procedures.
Kimal"s aim is to become the world"s leading supplier of medical procedural
solutions through the development and distribution of personalised packs.
The Kimal division will supply and distribute Kimal"s products.
* Myriad Training Academy
Created as a separate division, the Training Academy is being affiliated to
leading universities and provides formalised, accredited training to end
users (nurses and doctors) on its products.
3. RATIONALE FOR LISTING
The reasons for Myriad seeking to list on AltX are to:
* Raise capital pre-listing as part payment for the vendors
* Enhance the company"s ability to take advantage of future acquisitive
growth opportunities, by using the company"s shares as currency for such
investments
* Facilitate empowerment, which is critically important in the healthcare
industry
* Enhance investor and general public awareness of Myriad, its activities
and specialised skills
* Attract and retain intellectual capital through the incentive of
meaningful equity participation
* Broaden Myriad"s shareholder base and obtain the spread of shareholders
required for the listing of Myriad"s ordinary shares on AltX
* Afford members of the investing public, clients and business associates
of Myriad the opportunity to participate directly in the income stream
derived by Myriad, as well as in the future capital growth of its assets
* Create liquidity in and establish a market place for Myriad shares
* Establish a market price for Myriad"s shares
* Create a mechanism to incentivise the Myriad employees in future through
its employee share incentive scheme
4. PROSPECTS
In the opinion of the directors, the prospects for Myriad are sound.
Myriad has a three-pronged growth strategy consisting of organic growth in
South Africa, regional expansion into Africa and product range expansion.
There is currently significant growth in the private healthcare market,
with increasing demand and access from the emerging black middle class.
Government facilities are also being upgraded through the formation of PPPs
and several new hospitals are being planned. Furthermore, there is
increased tender activity in the public sector due to catch-up spend by
government. Myriad is well placed in both the private and public sector
through synergistic product mixes, leading brands with large market shares,
highly reputable and skilled management and the ability to source high-
margin products.
* Existing agencies and products
Myriad will provide the umbrella structure for the businesses in its fold,
providing administrative support, logistical support etc, which will allow
them to optimise their growth potential by focusing on driving sales. It
will also extract significant synergies between the different business
areas, which should lead to improved growth.
* Expansion of agencies and product range
Myriad will provide a structure to its new agencies in terms of working
capital and access to its relationships and infrastructure. In addition,
Myriad"s ability to provide an aggressive sales and marketing strategy,
supported by its sophisticated Training Academy, will allow these agencies
to expand their market share in South Africa and the rest of Africa. This
should result in an increase in turnover and profits without the
proportional increase in additional equity being raised.
* Contracts with government hospitals
In light of Myriad being BEE compliant and government"s increased budget
allocation for the South African health sector, Myriad is well placed to
increase its current sales to government hospitals.
5. BEE AND STRATEGIC INVESTORS
* Industrial Development Group ("IDG")
IDG is a co-founder of Myriad and, by participating in the private placing
(at the full private placing issue price), will hold 26% of the issued
share capital of the company on listing. IDG has full voting rights and is
not entitled to sell any of its shares for a period of three years from
listing.
IDG is a South African based investment holding company, owned and
controlled by its directors and staff, the predominant majority of which
are PDIs. IDG South Africa consists of four strategic divisions, namely
resources, empowerment, real estate and financial services, all of whom are
actively seeking investment opportunities. The group"s diversified
activities in Africa include petroleum, mining, natural resources,
technology and energy-related industries. IDG"s high-level strategic
relationships in both the public and private sectors in these countries
position it as an ideal partner for South African companies seeking
expansion opportunities on the continent.
The Chairman of the IDG Group is Mxolisi Mbetse, an investment banker with
11 years" experience and previous Chairman of UBS Corporate Finance in
South Africa and a director of HSBC. The Chairperson of IDG South Africa
is Dr Makaziwe (Maki) Mandela, who has over 20 years" experience in a range
of businesses in the USA, Europe and South Africa. She will also be the
Chairperson of the Myriad group.
The investment by and involvement of IDG in Myriad is seen as a crucial
element in the group"s future plans. IDG will play an active role as a
shareholder in Myriad, which is set to add huge value to Myriad.
* Blackstar Investors PLC ("Blackstar")
IDG"s participation in the private placing has been funded by Blackstar.
Blackstar is a company listed on the Alternative Investment Market, which
is operated by the London Stock Exchange, with 80 million of capital
raised from foreign shareholders for investment transactions in South
Africa, including those with a black empowerment element. Blackstar"s
shareholders include some of the world"s largest funds and institutions.
Blackstar Managers South Africa advises Blackstar on these investments.
Blackstar"s involvement in the listing of Myriad provides a strong underpin
to the private placing. Its participation in the listing of Myriad is
threefold:
- It is one of the co-founders of Myriad
- It has provided IDG with funding of R30.4 million
- It has undertaken to subscribe for a further 23 million shares (at 85
cents per share) in terms of the private placing
As a result, upon listing, Blackstar will have a direct interest in Myriad
of 23.4%. Its total direct and indirect funding contribution to the
private placing is therefore R50 million.
Blackstar has agreed to the following restrictions on the sale of its
shares:
- It will not sell 20 million of its shares for a period of one year from
the listing date and 10 million of its shares for a period of two years
from the listing date
- It will not sell more than 5 million shares in any one quarter
- All sales of shares are to first be offered to Myriad for a 30-day
period
6. THE PRIVATE PLACING
The private placing of Myriad ordinary shares is by way of an offer to
selected investors for subscription of 111 764 706 ordinary shares at an
issue price of 85 cents per ordinary share, thereby raising R95 million
before expenses ("the private placing").
The private placing is not an invitation to the public, but an offer to
selected investors to subscribe for shares in Myriad. The offer is made on
the basis that the total acquisition cost of the shares to be subscribed
for by a single addressee acting as principal shall not be less than R102
000 and is subject to the listing of the ordinary shares of Myriad on the
AltX.
The pre-listing statement to which this announcement relates is issued in
compliance with the Listings Requirements of the JSE and for the purpose of
providing information to selected investors with regard to Myriad. In
terms of section 144(1)(b) of the Companies Act, 1973 (Act 61 of 1973), as
amended, the offer contained in this pre-listing statement does not
constitute an offer to the public and, accordingly, a prospectus is not
required to be issued.
The private placing is not underwritten and has no minimum subscription.
Myriad has obtained irrevocable undertakings from selected investors to
subscribe for shares in the company in excess of the number of private
placing shares being offered.
The salient features of the private placing are as follows:
* Offer price per ordinary share (cents) 85.0
* Par value per ordinary share (cents) 0.1
* Premium per ordinary share (cents) 84.9
* Number of ordinary shares offered for subscription in terms of
private placing 111 764 706
* Issue consideration before expenses R95 million
* Total acquisition cost of the shares to be subscribed for as a
minimum by a single addressee acting as principal R102 000
* Irrevocable undertakings obtained (no of shares) In excess of
100 000 000
The salient dates of the private placing and listing are as follows:
* Opening date of the private placing at 09:00 on Wednesday, 11 October
2006
* Closing date of private placing at 12:00 on Thursday, 12 October 2006
* Anticipated listing date on AltX on Tuesday, 17 October 2006
7. PRO FORMA FINANCIAL INFORMATION
The unaudited pro forma consolidated income statement and balance sheet of
Myriad are provided for illustrative purposes only to provide information
about how the acquisitions and the private placing may have impacted on the
group"s operating results and financial position. Due to its nature, the
unaudited pro forma financial information may not give a fair presentation
of the group"s results of operations and financial position after the
private placing.
The pro forma income statement and balance sheet before the acquisitions
and the private placing are based on the consolidated, historical financial
results of Myriad and MMPL at 31 May 2006, adjusted as set out in the notes
below.
The pro forma financial information after the acquisitions and the private
placing incorporates all appropriate adjustments considered necessary to
give effect to the acquisitions and the private placing as if the
acquisitions and the private placing had been undertaken on 1 June 2005 or,
in the case of the pro forma balance sheet, on 31 May 2006.
The directors of Myriad are responsible for the preparation of the
unaudited pro forma income statement and balance sheet. An independent
reporting accountants" report on the pro forma financial information has
been issued by Moores Rowland.
Summarised below is the consolidated pro forma income statement reflecting
the private placing and acquisition adjustments for the 12 months ended 31
May 2006:
Pro forma, Private Adjustments Pro forma,
Before the placing for the After the
acquisitions adjustments acquisitions acquisitions
and the (R"000) (R"000) and the
private private
placing placing
(R"000) (R"000)
Gross revenue - - 117 671 117 671
Gross profit - - 57 592 57 592
Profit before - - 18 527 18 527
taxation
Profit after - - 13 156 13 156
taxation
Weighted average 72 000 111 765 - 183 765
shares in issue
(`000)
Earnings per - - - 7.2
share (cents)
Headline - - - 7.2
earnings per
share (cents)
Summarised below is the consolidated pro forma balance sheet reflecting the
private placing and acquisition adjustments at 31 May 2006:
Pro forma, Private Adjustments Pro forma,
Before the placing for the After the
acquisitions adjustments acquisitions acquisitions
and the (R"000) (R"000) and the
private private
placing placing
(R"000) (R"000)
ASSETS
Property, plant - - 940 940
and equipment
Intangible - - 54 142 54 142
assets
Inventories - - 20 468 20 468
Trade and other - - 37 37
receivables
Cash and cash 72 89 735 (75 335) 14 472
equivalents
Total assets 72 89 735 252 90 059
EQUITY AND
LIABILITIES
Shareholders" 72 89 735 - 89 807
funds
Trade and other - - 252 252
payables
Total equity and 72 89 735 252 90 059
liabilities
Closing shares 72 000 111 765 - 183 765
in issue (`000)
Net asset value 0.1 80.3 - 48.9
per share
(cents)
Net tangible 0.1 80.3 - 19.4
asset value per
share (cents)
Notes to the pro forma income statement and balance sheet:
* The "Pro forma, Before the acquisitions and the private placing" column
in the pro forma income statement and balance sheet is based on the
following:
- Myriad"s audited financial statements for the period since its
incorporation to 31 May 2006, adjusted by an additional 5 000 000 shares
issued after the balance sheet date;
- MMPL"s audited financial statements for the period since its
incorporation to 31 May 2006.
* The "Private placing adjustments" column assumes the issue of 111 764
706 shares at a price of 85 cps after the deduction of share issue expenses
and listing fees.
* The "Adjustments for the acquisitions" column in the pro forma income
statement is based on an amalgamation of the following operating results:
- Manta Forensics, Manta Medical and Mantaflex divisions: Audited
financial statements for the 12 months ended 31 May 2006
- ICU Medical division: Audited financial statements for the 15 months
ended 31 May 2006, proportioned where applicable to represent a 12-month
trading period
- Callen and Vital divisions: Audited financial statements for the 15
months ended 31 May 2006, proportioned where applicable to represent a 12-
month trading period
- Adjustments that are directly attributable to the acquisitions, based on
the assumption that the acquisitions are implemented as set out in the
acquisition agreements, not relating to future events or decisions and
factually supportable, were made for the following:
i) depreciation on property, plant and equipment not taken over in terms of
the acquisition agreements;
ii) directors" emoluments in terms of new service and/ or management
agreements in terms of the acquisition agreements;
iii) finance costs not incurred for liabilities not taken over in terms of
the acquisition agreements; and
iv) future lease rental expenses in terms of new lease agreements.
- Earnings and Headline earnings per share have been calculated on the
assumption that an effective tax rate of 29% will apply.
* The "Adjustments for the acquisitions" column in the pro forma balance
sheet is based on the following:
- Assets and liabilities acquired in terms of the acquisition agreements;
- Intangible assets raised in the amount of R54.142 million, consisting of
goodwill represented by the excess of the purchase consideration over the
fair value of the assets and liabilities acquired; and
- Share issue expenses were written off against the share premium account.
* No adjustment for share-based payments were made as vesting only takes
place in 2008.
8. PROFIT FORECASTS
The forecast income statements of Myriad for the financial years ending 31
May 2007 and 31 May 2008, the preparation of which is the responsibility of
the directors, are set out below. An independent reporting accountants"
report on the profit forecasts has been issued by Moores Rowland.
Forecast, Forecast,
12 Months 12 Months
ending 31 May ending 31
2007 May 2008
(R million) (R million)
Turnover 140.8 252.0
Operating profit 24.8 34.2
Net finance costs 0.3 1.0
Profit before taxation 24.5 33.2
Taxation 7.1 9.8
Profit after taxation 17.4 23.4
Weighted average shares in issue 189.3 202.0
(million)
Fully diluted earnings per share 9.2 11.6
Fully diluted headline earnings 9.2 11.6
per share
Notes to the profit forecasts:
* In respect of both of the the 2007 and 2008 profit forecasts:
- no benefits have been taken into account in respect of any
rationalisations, integration of and synergies between the businesses,
access to additional government tenders, or expansion into Africa;
- these forecasts are based on the assumption that the acquisitions
achieve (but do not exceed) their warranted profit after tax numbers; and
- organic growth between 2007 and 2008 have been restricted to 10%.
* In respect of the 2007 profit forecast, profit after tax of R2.9 million
has been included in respect of businesses and agencies expected to be
acquired in 2007:
- Myriad"s investment policy is to undertake strategic acquisitions with a
minimum expected rate of return of 20% - the adjustments made in respect of
the expected acquisitions are consistent with this policy;
- Preliminary discussions have been held with the shareholders" of
suitable acquisition targets, ranging from logistics companies to suppliers
in the areas of cardiology, radiology and surgical instrumentation. Formal
discussions in respect of these businesses will be held after listing;
- The profit forecast for 2007 only incorporates two such anticipated
acquisitions on the basis of average margins being achieved in the
industry;
- The remaining businesses that would be appropriate acquisition targets
for Myriad after listing have not been included in the profit forecast;
- The R2.9 million relates to an eight-month period.
* In respect of the 2008 profit forecast, profit after tax in respect of
businesses acquired in 2007 (excluding the acquisitions) of R6.4 million
has been included:
- The increase from R2.8 million to R6.4 million can be explained by a
full 12-month period of earnings from these businesses and growth that is
envisaged by the introduction of the Myriad management and an injection of
working capital into these businesses;
- R3.8 million in profit after tax has been included in respect of
acquisitions concluded in the 2008 financial year - adjustments made in
this respect to the forecasts are again consistent with the group"s
investment policy and minimum required rate of return alluded to above, as
well as on the basis of average industry margins;
* Interest paid in respect of working capital for acquisitions after
listing have been included. No interest benefit has been included in
respect of surplus cash generated by the businesses (the two largest
business units are strongly cash generative).
* Fully diluted earnings per share include the effects of options issued
in terms in of the share incentive scheme and the options issued to M
Nielsen. The effects of IFRS 2 have been taken into account in respect
these options.
* To comply with IFRS, full disclosure of turnover, cost of sales and
operating costs in respect of acquisitions has been included in the profit
forecast for the period from listing to 31 May 2007. In terms of the
acquisition agreements, net profits from 1 June 2006 to the date of listing
have been included as part of the 12-month period for the 2007 profit
forecast.
* Turnover is shown after rebates to customers.
* The profit forecasts have been prepared on a basis consistent with
International Financial Reporting Standards.
9. DIRECTORS
The full names, ages, qualifications, functions and business addresses of
the directors of Myriad are set out below:
Director Qualifications Function Address
Dr P PhD Chairperson, 91 Third
Makaziwe (Anthropology) Myriad Avenue, Hyde
(Maki) Chairperson, Park, 2196,
Mandela Industrial Johannesburg
(52)* Development
Group
(Myriad
founder)
Dr Jacob BDS, H.Dip Chief 14 Beaumont
(Jack) Dent, MSc Executive Street,
Shapiro (60) Officer, Oaklands,
Myriad 2192,
(Myriad Johannesburg
founder)
Reuben S Business 1 Fourth
Shapiro (56) Development Street,
Director, Abbotsford,
Myriad 2192,
(Myriad Johannesburg
founder)
Mark Nielsen B. Comm, PGDA, Chief 39 Fourth
(38) CA, Dip Mkt Financial Avenue,
Mgt, EDP Officer, Parktown
Myriad North, 2193,
(Myriad Johannesburg
founder)
Noelene P Dip Rn Rm Chief 35 Wantage
Lee (47) INSc, Dip Mkt Operating Road,
Mgt, Dip Sales Officer, Parkwood,
Mgt Myriad 2194,
(Myriad Johannesburg
founder)
Denese BA Managing 36 Currie
Schneider Director of Street,
(52)# Self Oaklands,
Empowerment 2019,
International Johannesburg
(Pty) Ltd
Phillip BA LLB CEO and Senior 1 Cabernet, 6
Vallet (60)# Partner of Porter Road,
Fluxmans Inc Melrose North,
2192,
Johannesburg
*Non-Executive
#Independent non-executive
The directors are all South African citizens.
10. SHARE CAPITAL
The authorised and issued share capital of Myriad before and after the
private placing are set out below:
(Rand)
Authorised
500 000 000 ordinary shares of 0.1 cent each 500 000
Issued before the private placing
72 000 000 ordinary shares of 0.1 cent each 72 000
Share premium -
Issued after the private placing
183 764 706 ordinary shares of 0.1 cent each 183 765
Share premium(1) 89 220
735
(1) Share issue expenses of R5.668 million are written off against the
share premium.
11. SHAREHOLDERS
The directors in aggregate, directly and indirectly, hold 57.1% of Myriad"s
issued shares before the private placing and will hold at the last
practicable date, 24.5% of Myriad"s issued shares after the private
placing. The following table summarises the directors" shareholding as
well as shareholders beneficially interested in 5% or more of Myriad"s
issued share capital before and after the private placing:
Before the private After the private
placement placement
Shares Percentage Shares Percentage
held held held held
(`000) (`000)
Directors
Dr PM Mandela 1 200 1.7% 4 778 2.6%
Dr J Shapiro 17 000 23.6% 17 000 9.3%
RS Shapiro 16 900 23.5% 16 900 9.2%
M Nielsen 1 000 1.4% 1 000 0.6%
NP Lee 1 500 2.1% 1 500 0.8%
D Schneider 3 500 4.9% 3 500 1.9%
P Vallet - - 94 0.1%
Other
Industrial 12 000 16.7% 47 779 26.0%
Development
Group (Pty) Ltd
Blackstar 20 000 27.8% 43 045 23.4%
Investors PLC
12. COPIES OF THE PRE-LISTING STATEMENT
Copies of the pre-listing statement, in English only, may be obtained
during business hours between Tuesday, 10 October 2006 and Tuesday, 17
October 2006 from the registered offices of Myriad Medical Holdings (c/o
Moores Rowland, Second Floor, Moores Rowland House, 5 St Davids Place,
Parktown, Johannesburg), Sasfin Capital (North Block, Sasfin Place, 13 - 15
Scott Street, Waverley, Johannesburg) and the transfer secretaries
(Computershare Investor Services 2004 (Pty) Limited, Ground Floor, 70
Marshall Street, Johannesburg).
Sandton
10 October 2006
Corporate Adviser and Designated Adviser
Sasfin Capital
(a division of Sasfin Bank Limited)
Auditors and reporting accountants
Moores Rowland
Legal Advisers and Attorneys
Fluxmans Attorneys
Commercial Bank
Nedbank Limited
Transaction adviser to Industrial Development Group
IDG Financial Services
Legal adviser to Industrial Development Group
Edward Nathan Sonnenbergs
Transaction adviser to Blackstar Investors PLC
Blackstar Managers SA
Legal adviser to Blackstar Investors PLC
Prinsloo, Tindle & Andropoulos Inc.
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 ("DA"), 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 DA, it must make
arrangements to appoint a new DA within 10 business days, failing which the
company faces suspension of trading of its securities. If a DA is not
appointed within 30 days of its suspension, the company faces the
termination of its listing without the prospect of an appropriate offer to
minority shareholders.
Date: 10/10/2006 04:55:32 PM Produced by the JSE SENS Department
