| Mon 20 Nov 2006, 9:51 | | Workforce Holdings Limited - Abridged pre listing |
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JSE
WKF
Workforce Holdings Limited - Abridged pre listing statement
Workforce Holdings Limited
(Formerly Hidden Riches Trading 72 Limited
(Incorporated in the Republic of South Africa)
(Registration number 2006/018145/06)
JSE share Code: WKF ISIN: ZAE000087847
Abridged Pre Listing Statement
relating to:
the listing of 240 000 00 ordinary shares on the Alternative Exchange
("ALTx"), under the abbreviated name "Workforce" and JSE share code "WKF",
with effect from Tuesday, 21 November 2006, subject to Workforce obtaining
a spread of shareholders acceptable to the JSE.
Opening date of the private placing (09:00) Monday, 13 November 2006
Closing date of the private placing (17:00) Wednesday, 15 November 2006
Proposed listing date (09:00) Tuesday, 21 November 2006
INTRODUCTION AND NATURE OF THE BUSINESS
The Workforce group provides a comprehensive range of solutions for the
supply, management and administration of human resource requirements across
a broad spectrum of industry sectors, both locally and internationally.
The group"s core business offerings comprise of the following:
- staff outsourcing;
- recruitment and professional staff outsourcing; and
- specialist human resources support services.
These business offerings are delivered through multiple brands in the
market place, each of which either targets a specific market or product.
Salient financial information:
A summary of the financial information relating to Workforce is set out
below:
The forecasts and pro forma consolidated results for the Workforce group
are set out below. (The salient financial information should be read in
conjunction with paragraph 7 of the prospectus).
The pro forma financial information has been prepared for the purpose of
this prospectus and for illustrative purposes only. As a result and due to
the nature of the information, it may not fairly represent the applicant"s
financial position, changes in equity, results of operations or cash flows.
Forecast Forecast Pro Pro Pro
6 months forma forma forma
Forecast
Year ending 31 December 31 31 31 31
December December December December
2007 2006 2006 2005 2004
R"000"s R"000"s R"000"s R"000"s R"000"s
Revenue 975 784 456 373 828 208 665 671 484 814
Cost of services (766 966) (359 743 (652 (515 (367
) 214) 344) 608)
Gross profit 208 818 96 630 175 994 150 327 117 206
Operating costs (155 888) (71 843) (136 (119 (94 160)
758) 954)
EBITDA 52 930 24 787 39 236 30 373 23 046
Amortisation of - (6 542) (14 749) (19 507)
trademarks rights
Depreciation (2 156) (1 060) (2 089) (2 084) (2 280)
Profit before interest 50 744 23 727 30 605 13 540 1 259
and taxation
Net finance costs (2 360) (2 498) (5 671) (2 657) (2 659)
Profit/(loss) before 48 414 21 229 24 934 10 883 (1 400)
taxation
Taxation (13 144) (5 864) (8 232) (3 796) (3 987)
Earnings/(loss) 35 270 15 365 16 702 7 087 (5 387)
attributable to
ordinary shareholders
Reconciliation of
headline earnings:
Profit/(loss) 35 270 15 365 16 702 7 087 (5 387)
attributable to
ordinary shareholders
Amortisation of - - 6 542 14 749 19 507
trademarks rights
Headline earnings 35 270 15 365 23 244 21 836 14 120
Pro forma weighted 240 000 000 220 000 220 000 216 000 216 000
average shares in 000 000 000 000
issue
Pro forma 14.7 7.0 7.6 3.3 (2.5)
earnings/(loss) per
share (cents)
Pro forma headline 14.7 7.0 10.6 10.1 6.5
earnings per share
(cents)
DIRECTORS INFORMATION
Ronald Stanley Katz 11 Wellington Road, Parktown
Andrew Christoffel Nissen Vunani House, Freestone Park,
135 Patricia Road, Sandton
Ethan Dube Vunani House, Freestone Park,
135 Patricia Road, Sandton
Rodney Kaplan 11 Wellington Road, Parktown
Alon Taylor 11 Wellington Road, Parktown
COPIES OF THE ABRIDGED PRE LISTING STATEMENT
This announcement which contains the details required in terms of the JSE"s
Listings Requirements is a concise summary of salient information from the
prospectus dated Monday, 13 November 2006 and readers are requested to
refer to the comprehensive text for a full understanding thereof.
Copies of the this abridged pre listing statement and the full prospectus,
in English, may be obtained during business hours (08:00 and 17:00) from
the Company"s registered office (11 Wellington Road, Parktown), from
Monday, 13 November 2006.
WARNING STATEMENT: The listing of the 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 Advisor, which is required, inter alia, to 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 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 the
prospect of an appropriate offer to minority shareholders.
Sandton
20 November 2006
Sponsor
(Ernst & Young Sponsors (Pty) Ltd)
(Registration number 2000/031843/07)
Date: 20/11/2006 09:52:03 AM Produced by the JSE SENS Department
