Disposal of investment in IMI
VUNANI LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/020641/06)
JSE code: VUN
ISIN: ZAE000163382
(“Vunani” or “the company” or “the group”)
DISPOSAL OF INVESTMENT IN IMI
1. INTRODUCTION
Vunani has a 48% interest in Integrated Managed Investments
Proprietary Limited (“IMI”), a boutique asset management company
focusing on private client discretionary portfolios, trusts,
charities and pension funds.
The balance of the shares in IMI are held by IMI’s executive
management.
2. DETAILS OF TRANSACTION
Vunani has agreed to the sale of its 48% holding in IMI to Steve
Stapleton-Smith and John Slauck, who acquired the 48%
shareholding in IMI from Vunani in equal proportions, for a total
cash consideration of R10.2 million (“the transaction”). The
effective date of the transaction was 28 February 2013. The
proceeds shall be retained within the group and enhance the
group’s available cash resources. The transaction is not subject
to any unfulfilled conditions precedent.
3. RATIONALE
Vunani has taken a decision to hold controlling interests in its
operating businesses. The offer by the executive management of
IMI to acquire Vunani’s shareholding in IMI provided Vunani with
the ideal opportunity to exit this investment and redeploy its
resources to businesses in the group where it believes it can
achieve a higher rate of return.
4. FINANCIAL EFFECTS
The unaudited pro forma financial effects of the transaction, for
which the directors are responsible, on earnings per share
(“EPS”) and headline earnings per share (“HEPS”) are provided for
illustrative purposes only to show the effect of the transaction
as if the transaction had taken effect on 1 January 2012.
Because of their nature, the unaudited pro forma financial
effects may not give a fair presentation of the group’s
performance. The unaudited pro forma financial effects have been
compiled from the unaudited condensed consolidated results of the
Company for the six months ended 30 June 2012 and are presented
in a manner consistent with the format and accounting policies
adopted by the Company and have been adjusted as described in the
notes set out below.
In terms of the JSE Listings Requirements, financial effects on
the statement of financial position are not presented as they are
not significant, being below 3%.
Unaudited Unaudited
After the
Before the transaction %
Change
Notes transaction
EPS (cents) 1&2 14.2 13.5 (4.9)
HEPS (cents) 1&2 19.2 18.4 (4.2)
Notes:
1. The "unaudited before the transaction" column information
has been extracted from the company’s unaudited condensed
consolidated results for the six months ended 30 June
2012.
2. The effects relating to the EPS and HEPS are based on the
following assumptions and information:
2.1 the transaction was effective 1 January 2012;
2.2 the proceeds of the transaction exceeded the carrying
value of the investment in IMI resulting in a
disposal profit of R558 000 which will be subject to
capital gains tax;
2.3 the attributable earnings in respect of IMI for the
six months ended 30 June 2012 amounted to R1 252 000;
The adjustment in 2.2 will not have a continuing effect.
5. CLASSIFICATION OF THE TRANSACTION
Based on the value of the transaction, the transaction is
classified as a Category 2 transaction in terms of the JSE
Limited Listings Requirements.
22 March 2013
Sandton
Designated Adviser
Grindrod Bank Limited
Date: 22/03/2013 09:29:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.