MORVEST BUSINESS GROUP LIMITED - further announcement regarding pro forma financial effects of Simmons acquisition and R&S disposal

further announcement regarding pro forma financial effects of Simmons acquisition and R&S disposal

MORVEST BUSINESS GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2003/012583/06)
Share code: MOR       ISIN code: ZAE000152567
(“Morvest” or “the Company”)


FURTHER ANNOUNCEMENT REGARDING THE PRO FORMA FINANCIAL EFFECTS
OF:
- THE ACQUISITION OF CERTAIN OF THE BUSINESS ASSETS AND BUSINESS
   LIABILITIES OF SIMMONS (SOUTH AFRICA) PROPRIETARY LIMITED (“SIMMONS”)
   (“THE ACQUISITION”); AND
- THE DISPOSAL OF MORVEST’S SHAREHOLDING IN R AND S CONSULTING
   PROPRIETARY LIMITED (“R&S”) (“THE TRANSACTION”)


1. INTRODUCTION


Shareholders are referred to paragraph 4.6 of the circular posted to shareholders on
29 August 2014 (the “Circular”) where they were advised to take note of the summarised
audited consolidated financial statements for the year ended 31 May 2014 published on
SENS on 29 August 2014 (“Year End Results”) in order to assess the most recent financial
and trading position of the Company. The pro forma financial effects of the Acquisition and
the Transaction on the Year End Results (“Year End Pro Forma Financial Information”)
were to be assessed by the Company and if these were significant in terms of paragraph
9.17(c) of the JSE Limited Listings Requirements (being 10% different from that disclosed in
the financial effects set out in paragraph 5.1 and Annexure 4 of the Circular which were
based on the Morvest’s reviewed condensed consolidated interim financial statements for
the six months ended 30 November 2013, being the most recently publish results available
at the time of finalising the Circular), a further supplementary announcement would be
published on SENS in this regard.


2. YEAR END PRO FORMA FINANCIAL INFORMATION


The Year End Pro Forma Financial Information is set out below as certain line items are
significantly different to those presented in the Circular.
                  Before the
                  Acquisition
                    and the                                After the                 After the
                  Transaction    After the                Transaction               Transaction   Change
                   (Note 1)     Acquisition   Change %    Scenario 1    Change %    Scenario 2      %
Earnings                 7.81          8.63      10.50          10.80       25.14         12.59    45.89
per       share
(“EPS”)
(cents)
Fully diluted            6.28          6.94      10.51           8.68       25.07         10.12    45.82
EPS (cents)
Headline                10.23        11.05        8.02           7.44     (32.67)          7.44   (32.67)
earnings per
share
(“HEPS”)
(cents)
Fully diluted            8.22          8.88       8.03           5.98     (32.66)          5.98   (32.66)
HEPS
(cents)
Net       asset         29.74        29.74            -         31.74        6.72         31.74     6.72
value       per
share
(cents)
Net tangible            14.53          6.58      -54.71         12.00       82.37         12.00    82.37
asset value
per       share
(cents)
Number       of      880 000       880 000            -      880 000            -      880 000          -
ordinary
shares       in
issue at 31
May 2014
(‘000)
Weighted             455 245       455 245            -      455 245            -      455 245          -
average
number       of
shares in
issue for the
period
ended       31
May
2014 (‘000)
Fully diluted        566 359       566 359            -      566 359            -      566 359          -
number
of shares in
issue for
the      period
ended       31
May       2014
(‘000)
Notes


1.          Extracted from the Year End Results.
2.          All of the notes and assumptions as outlined in Annexure 4 of the Circular remain
            relevant to the pro forma information presented in this announcement.


Mazars (Gauteng) Inc. has issued an assurance engagement report on the compilation of pro
forma financial information for the above transaction which is available for inspection at
Morvest’s registered office from today until 30 September 2014.


Johannesburg
16 September 2014


Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)


Reporting Accountant
Mazars (Gauteng) Inc.

Date: 16/09/2014 03:06:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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