OneLogix Group Limited
(Formerly Venmil Limited)
(Registration No. 1998/04519/06)
("OneLogix Group")
RESULTS OF PRO RATA OFFERS, CANCELLATION OF SHARES AND DELAY OF CIRCULAR
Introduction
On 11 April 2001 Corpcapital Corporate Finance announced that OneLogix Group
and its subsidiary OneLogix (Proprietary) Limited ("OneLogix") intended to
make specific offers to repurchase OneLogix Group ordinary shares ("shares")
on a pro rata basis ("pro rata offers"), subject to the approval of
shareholders in terms of s85 to s89 of the Companies Act (61 of 1973) as
amended and the listing requirements of the JSE Securities Exchange South
Africa ("JSE"). A circular ("the circular") in this regard was dispatched to
shareholders on 4 May 2001.
The pro-rata offers closed at 10.00 on Wednesday, 20 June 2001.
Results of the pro rata offers
OneLogix purchased 19 481 215 shares and OneLogix Group accepted and
repurchased 48 018 785 shares. These shares represent 10,0% and 24,65% of
the issued share capital of OneLogix Group respectively. A total of 67 500
000 shares, representing 34,65% of the issued share capital of OneLogix
Group, were purchased under the pro rata offer. Shares tendered under the
excess pro rata offer were not repurchased.
Ancilliary costs of the pro rata offer are approximately R340 000.
Cancellation of repurchased shares and termination of listing
48 018 785 shares repurchased by OneLogix Group, representing 24.65% of its
issued share capital, will be cancelled and removed from the JSE Securities
Exchange South Africa ("JSE") list on or about Friday, 29 June 2001, subject
to the JSE's approval.
Pro forma financial effects of the repurchase of shares on OneLogix Group
Based on the company's interim financial results for the six months ended 30
November 2000, and assuming that the shares had been repurchased on 1 June
2000, the effect on the earnings, headline earnings, net asset value and net
tangible asset value per share would have been as follows:
Historical Pro Forma Change
before the after the (%)
repurchase repurchase
(cents) (cents)
Earnings per share 3,8 4,3 13,16
Headline earnings per share 4,1 4,7 14,63
Net asset value per share 48,9 32,5 (33,54)
Net tangible asset value per
share 38,9 17,1 (56,04)
Number of shares in issue 194 812 *127 312 (34,65)
159 159
* The financial effects are based on 127 312 159 shares which are the number
of issued shares after the repurchase and excluding the 19 481 215 shares
held as treasury stock by OneLogix.
The table above has been prepared for the purposes of illustrating how the
repurchase of shares might have affected the historical financial ratios of
the six months ended 30 November 2000. Due to the nature of pro forma
financial information it may not give a true picture of the company's
financial ratios.
Delay in the dispatch of the Pro-Freight Express acquisition circular
It was announced on 10 May 2001, that a circular regarding the acquisition
of the PFX customer base by OneLogix Group would be sent to shareholders
within 28 days of that date. Information necessary to complete the circular
has now been received and a circular will be despatched within 28 days.
Rosebank
27 June 2001
Corporate adviser and sponsor
Corpcapital Corporate Finance