Change statement and notice of general meeting
ANDULELA INVESTMENT HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1950/037061/06)
JSE share code: AND ISIN: ZAE000172870
(“Andulela” or “the Company”)
CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING
Shareholders are advised that Andulela’s integrated annual report, incorporating the audited annual financial statements
for the year ended 31 December 2013, was dispatched to shareholders today, Monday, 30 June 2014.
The integrated annual report contains a notice of annual general meeting for shareholders of the Company, which
annual general meeting will be held at 11h00 on Wednesday, 13 August 2014, in the Auditorium, Abalengani Office
Block, 108 4th Street, Parkmore, Sandton.
The Company’s integrated annual report contains immaterial changes to certain information contained in the reviewed
provisional condensed consolidated financial results for the year ended 31 December 2013 (the “financial results”),
which financial results were announced on SENS on 31 March 2014. The changes are as detailed below and do not have
any impact on Andulela’s earnings per share, headline earnings per share or net asset value per share.
In April 2012 Pro Roof Steel Merchants (VRN) Proprietary Limited (“PRSM (VRN)”) entered into an agreement with
Thunder Rate Investments Proprietary Limited (“TRI”) in terms of which the latter would finance the acquisition of
plant and equipment by PRSM (VRN) on loan. The loan is interest free and repayable on demand. TRI entered into an
agreement with PRSM (VRN) in March 2013 in terms of which it assumed debt owing to PRSM (VRN) by a related
party, which debt bears interest at the prime overdraft rate and became payable by 20 December 2013. As the
outstanding balance was not settled in terms of the agreement, automatic set-off of the amount payable by TRI to PRSM
(VRN) against the amount owed by PRSM (VRN) to TRI came into effect by operation of law.
As a consequence the amount owed by TRI to PRSM (VRN) was not settled separately from the loan from TRI to
PRSM (VRN). The effect of the set-off is as follows:
2013
R’000
Loan owed by PRSM (VRN) to TRI 44 480
Account receivable owed by TRI to PRSM (VRN) (15 359)
Net amount owed by PRSM (VRN) to TRI and reflected in borrowings 29 121
The amended condensed consolidated statements of financial position are set out below:
Statement of financial position as at 31 December
Reviewed and published
Restated for the twelve months for the twelve months
ended 31 December 2013 ended 31 December 2013
R’000 R’000
Assets
Non-current assets 759 127 759 127
Property, plant and equipment 318 301 318 301
Goodwill 418 679 418 679
Deferred tax asset 22 147 22 147
Current assets 256 732 272 090
Inventories 69 689 69 689
Trade and other receivables N 147 828 163 186
Taxation 3 510 3 510
Cash and cash equivalents 35 705 35 705
Total assets 1 015 859 1 031 217
Reviewed and published
Restated for the twelve months for the twelve months
ended 31 December 2013 ended 31 December 2013
R’000 R’000
Equity and liabilities
Capital and reserves 454 051 454 051
Stated capital 976 114 976 114
Revaluation reserve 4 638 4 638
Cash flow hedge reserve (65 579) (65 579)
Accumulated loss (523 273) (523 273)
Non-controlling interest 62 151 62 151
Liabilities
Non-current liabilities 277 297 277 297
Redeemable preference share capital 18 361 18 361
Derivative financial liabilities 92 554 92 554
Borrowings 111 650 111 650
Lease straightlining accrual 14 580 14 580
Deferred tax liability 40 152 40 152
Current liabilities 284 511 299 869
Taxation 6 836 6 836
Trade and other payables 62 413 62 413
Redeemable preference share capital 15 000 15 000
Derivative financial liabilities 16 408 16 408
Borrowings N 183 854 199 212
Total equity and liabilities 1 015 859 1 031 217
30 June 2014
Sponsor
Java Capital
Date: 30/06/2014 09:26:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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