Wrap Text
NETWORK HEALTHCARE HOLDINGS LIMITED
(Registration number 1996/008242/06)
(Incorporated in the Republic of South Africa)
("Netcare")
CLINIC HOLDINGS LIMITED
(Registration number 1987/004106/06)
(Incorporated in the Republic of South Africa)
("Clinics")
RESULTS OF REPURCHASE OF NETCARE ORDINARY SHARES IN TERMS OF A SPECIFIC
AUTHORITY
Introduction
A specific authority to Netcare Hospital Group (Proprietary) Limited
(Registration Number 1981/012516/07) ("Netcare Hospital Group"), a wholly-owned
subsidiary of Clinics, which in turn is a subsidiary of Netcare, approving the
acquisition by Netcare Hospital Group of 55 000 000 Netcare ordinary shares was
granted in terms of a special resolution passed by the members of Netcare and
Clinics, respectively, at general meetings held on 12 March 2001 ("the general
meetings").
Details of the share repurchase
Netcare Hospital Group purchased 55 000 000 Netcare ordinary shares from
Fedsure Life Assurance Limited for R60 500 000, being 110 cents per Netcare
ordinary share, with effect from 29 December 2000 ("the specific repurchase").
Source of funds
The share repurchase will be funded from existing financial resources of the
Clinics Group.
Opinions
The directors of Netcare and Clinics, respectively, have considered the impact
of the share repurchase and are unanimously of the opinion that:
- each of Netcare and Clinics and their respective subsidiaries, will be able
in the ordinary course of business to pay their debts for a period of 12 months
from the date of the circular convening the general meetings;
- the assets of each of Netcare and Clinics and their respective subsidiaries,
fairly valued in accordance with Statements of Generally Accepted Accounting
Practice, will remain in excess of the liabilities of each of Netcare and
Clinics and their respective subsidiaries;
- the issued ordinary capital and reserves of each of Netcare and Clinics and
their respective subsidiaries are adequate for the purposes of the respective
businesses for a period of 12 months from the date of the circular convening
the general meetings; and
- the working capital available to each of Netcare and Clinics and their
respective subsidiaries is sufficient for the requirements of each of Netcare
and Clinics and their respective subsidiaries for a period of 12 months from
the date of the circular convening the general meetings.
Financial Effects - Netcare
The effects of the specific repurchase on the earnings and net asset value per
Netcare share, which have been reviewed by the reporting accountants, are as
follows:
Before the After the
Specific Specific % change
Repurchase Repurchase
Headline Earnings per share (cents) 20,2 20,7 2,6
Attributable Earnings per share (cents) 19,4 19,9 2,6
Net Tangible Asset Value per share (cents) 102,8 102,3 (0,5)
Assumptions
1. pro forma, based on the audited financial statements for the year ended 30
September 2000;
2. adjusted for the effective cost of funding applicable to the Clinics Group
of 14% (before tax) in the twelve-month period ended 30 September 2000;
3. weighted average number of shares adjusted for specific repurchase:
- before 1.336m
- after 1.281m
Financial effects - Clinics
The following tables illustrate the effects of the specific repurchase on the
earnings and net asset value per Clinics share, which have been reviewed by the
reporting accountants, based on the audited financial statements for the
12-month period ended 30 September 2000 and adjusted for the cost of funding of
14% (before tax) applicable to the Clinics Group for the same period.
Earnings Per Share - accounting for the attributable earnings of the Netcare
shares acquired
Audited Pro forma
- Before - After
30 September 30 September % change
2000 2000
Headline earnings per share (cents) 38,2 38,9 1,8
Attributable earnings per
share (cents) 37,1 37,8 1,8
Earnings Per Share - disregarding the attributable earnings of the Netcare
shares acquired
Audited Pro forma
- Before - After
30 September 30 September % change
2000 2000
Headline earnings per share (cents) 38,2 37,4 (2,2)
Attributable earnings
per share (cents) 37,1 36,2 (2,3)
Net asset value
Audited Pro forma
- Before - After
30 September 30 September % change
2000 2000
Net tangible asset value per
share (cents) 205,9 205,1 (0,4)
JSE Securities Exchange South Africa ("JSE") listing
The shares repurchased will continue to be listed on the JSE.
Sandton
12 March, 2001
Sponsoring Broker
Smith Borkum Hare
Merrill Lynch South Africa (Pty) Ltd.
Member of the Securities Exchange South Africa
Registration Number 1995/01805/07
Reporting Accountants
Fisher Hoffman PKF
Attorneys
H R Levin
Sharenet Sites 
