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Wsl - Wescoal - Issue Of 12 Million Ordinary Shares For Cash

Release Date: 19/11/2010 09:32:02      Code(s): WSL
WSL - Wescoal - Issue of 12 million ordinary shares for cash                    
WESCOAL HOLDINGS LIMITED                                                        
(Incorporated in the Republic of South Africa)                                  
(Registration number 2005/006913/06)                                            
JSE Share code: WSL   ISIN: ZAE000069639                                        
("Wescoal" or "the company")                                                    
ISSUE OF 12 MILLION ORDINARY SHARES FOR CASH                                    
1.   INTRODUCTION                                                               
    Shareholders are advised that Wescoal has raised R 13 560 000 in capital by 
    the issue of 12 000 000 shares for cash at 113 cents per ordinary share.    
2.   ISSUE FOR CASH                                                             

    At the annual general meeting of the company held on 7 October 2010, 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 Listings Requirements").         
    As the issue of the new shares represent a 7.2% increase in the issued      
    ordinary share capital of the company, this disclosure is made in terms of  
    section 11.22 of the Listings Requirements:                                 
-    12 000 000 ordinary shares in the company have been issued at an issue 
         price of 113 cents per ordinary share;                                 
    -    the issue price of 113 cents per share represents a discount of 10% to 
         the 30 day volume weighted average price for the period ended 21       
October 2010, being the date the issue price was agreed upon by the    
         directors; and                                                         
    -    the shares have been issued to public shareholders as defined by the   
         Listings Requirements.                                                 
3.   FINANCIAL EFFECTS                                                          
    The table below sets out the unaudited pro forma financial effects of the   
    issue for cash on the earnings, headline earnings, net asset value and      
    tangible net asset value per Wescoal share:                                 
Before    After    Change                     
                                  (cents)   (cents)  (%)                        
                                  (1)       (3) (5)                             
                                            (6)                                 
Earnings per share (cents)  4.57      4.60     0.65%                      
      Fully diluted earnings per  4.56      4.58     0.44%                      
      share (cents) (2)                                                         
      Headline earnings per share 4.28      4.33     1.17%                      
(cents) (2)                                                               
      Fully diluted headline      4.27      4.31     0.94%                      
      earnings per share (cents)                                                
      Net asset value per share   114.20    113.92   (0.25)%                    
(cents) (4)                                                               
      Tangible net asset value    63.32     66.90    5.65%                      
      per share (cents) (4)                                                     
      Weighted average number of  145 931   157 931                             
shares in issue (`000)                                                    
      Diluted weighted average    146 315   158 315                             
      number of shares in issue                                                 
      (`000)                                                                    
Total shares in issue       145 931   157 931                             
      (`000)                                                                    
         Notes:                                                                 
         1.   The "before" column is extracted from the audited results of      
Wescoal for the year ended 31 March 2010.                         
         2.   The earnings, diluted earnings, headline earnings and diluted     
              headline earnings per share were calculated as if the issue took  
              place on 1 April 2009.                                            
3.   The figures in the "after" column assume that the 12 000 000      
              shares were issued and the cash was received on 1 April 2009.     
         4.   The net asset value and net tangible asset value per share were   
              calculated as if the issue took place on 31 March 2010.           
5.   The "after" column net asset value and net tangible asset value   
              per share have been adjusted to include the estimated issue costs 
              which have been written off against share premium for an amount   
              of R305 200.                                                      
6.   The "after" column earnings per share and fully diluted earnings  
              per share have been adjusted for interest saving of R814 000.     
              Taxation has been calculated at 28%.                              
    The pro forma financial effects above are the responsibility of the         
company`s directors and have been prepared for the purposes of illustrating 
    how the issue for cash would have affected the relevant financial results   
    and position of Wescoal for the historical financial period indicated and   
    on a pro forma basis. Accordingly, such effects do not necessarily          
represent a true reflection of the financial effects of the transaction on  
    Wescoal`s current and future earnings.                                      
4.   LISTING OF THE NEW SHARES                                                  
    The JSE has granted a listing of the new shares with effect from the        
commencement of business on Friday, 19 November 2010.                       
19 November 2010                                                                
Johannesburg                                                                    
Sole bookrunner and Sponsor                                                     
Exchange Sponsors                                                               
Date: 19/11/2010 09:32:01 Supplied by www.sharenet.co.za                     
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