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CAP - Cape Empowerment Limited - Partial disposal of interest in Grand Parade

Release Date: 15/03/2011 16:00
Code(s): CAP
Wrap Text

CAP - Cape Empowerment Limited - Partial disposal of interest in Grand Parade Investments Limited and further cautionary announcement CAPE EMPOWERMENT LIMITED (Incorporated in the Republic of South Africa) (Registration number 1987/001807/06) JSE Code CAP ISIN ZAE000145066 ("Cape Empowerment" or "the company") PARTIAL DISPOSAL OF INTEREST IN GRAND PARADE INVESTMENTS LIMITED ("GPI") AND FURTHER CAUTIONARY ANNOUNCEMENT 1. INTRODUCTION Shareholders are referred to the cautionary announcement which was published on SENS on 10 February 2011 and in the press on 11 February 2011, and are advised that Cape Empowerment, through its wholly-owned subsidiary, Business Venture Investments No 1275 (Proprietary) Limited ("BVI"), has disposed of 11 million ordinary shares in GPI ("GPI shares") to Baleine Capital (Proprietary) Limited or its nominee ("Baleine") for a cash consideration of R28.6 million ("the disposal"). 2. RATIONALE FOR THE DISPOSAL 2.1 The GPI shares in question is part of the component of the Cape Empowerment group`s holding in GPI that is subject to certain Black Economic Empowerment restrictions which has an impact on its tradability. The disposal is an opportunity to realise these GPI shares at close to the current market value of unrestricted GPI shares. 2.2 The disposal is also in line with the group`s strategy of repositioning its investment focus mainly on the property sector and on assets that it controls. 3. TERMS OF THE DISPOSAL 3.1 The effective date of the disposal is the closing date thereof, being the third business day after fulfilment of the conditions precedent detailed in paragraph 3.3 below. 3.2 The purchase consideration for the GPI shares of R 28 600 000 is payable in cash on the closing date. 3.3 Conditions precedent The disposal is subject to fulfilment of the outstanding conditions precedent, by not later than 15 April 2011, that: 3.3.1 the section 228 special resolution passed by the shareholder of BVI approving of the disposal be registered by the Companies and Intellectual Property Registration Office; and 3.3.2 Baleine obtains the necessary approvals from GPI for the disposal as may be necessary. 4. PRO FORMA FINANCIAL EFFECTS The pro forma financial effects of the disposal on Cape Empowerment`s earnings per share, headline earnings per share, net asset value and net tangible asset value per share for the six month period ended 30 June 2010 are not significant (i.e. are less than 3%), and are therefore not required to be disclosed. 5. CATEGORISATION OF THE TRANSACTION The disposal is categorised as a category 2 transaction in terms of the Listings Requirements of the JSE Limited. 6. FURTHER CAUTIONARY ANNOUNCEMENT Shareholders are advised that the company is still in other negotiations which, if successfully concluded, may have a material impact on the price of the company`s securities. Accordingly shareholders are advised to continue to exercise caution when dealing in the company`s securities until a further announcement is made. Cape Town 15 March 2011 Sponsor Sasfin Capital (A division of Sasfin Bank Limited) Legal advisors Cliffe Dekker Hofmeyr Inc. Date: 15/03/2011 16:00:01 Supplied by www.sharenet.co.za 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.

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