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HWW - Hardware Warehouse Limited - Disposal of a property by a wholly-

Release Date: 19/10/2011 15:38
Code(s): HWW
Wrap Text

HWW - Hardware Warehouse Limited - Disposal of a property by a wholly- owned subsidiary HARDWARE WAREHOUSE LIMITED Incorporated in the Republic of South Africa (Registration number: 2007/004302/06) Share code: HWW ISIN: ZAE000104253 ("Hardware Warehouse" or "the Company") DISPOSAL OF A PROPERTY BY A WHOLLY-OWNED SUBSIDIARY 1. INTRODUCTION Shareholders are advised that Senar Investments 151 (Proprietary) Limited ("Senar Investments"), a wholly-owned subsidiary of Hardware Warehouse, has entered into a sale agreement with Nvest Properties (Proprietary) Limited ("Nvest") to dispose of a property as a going concern for a total consideration of R10 650 000 ("the Disposal"). 2. THE DISPOSAL 2.1 Nature of the property The property is owned by Senar Investments and is situated in Butterworth in the Eastern Cape. The commercial property comprises of land with a total area of 2 123 square meters and a building with a total area of 2 102 square meters. 2.2 The rationale for the Disposal The directors` of Hardware Warehouse`s strategy is to utilise the assets of the Company for trading purposes and to apply these assets to the core business of Hardware Retailing. The sale of the property will generate substantial cash flows that will be utilised to settle debt obligations which are due in May 2012. 2.3 The consideration The consideration for the Disposal, amounting to R10 650 000, will be settled in cash ("the Disposal consideration"). 2.4 Conditions precedent and effective date The Disposal is unconditional as all the conditions precedent have been fulfilled. The effective date of the Disposal is 11 October 2011. 3. PRO FORMA FINANCIAL EFFECTS OF THE DISPOSAL The table below sets out the unaudited pro forma financial effects of the Disposal on Hardware Warehouse`s earnings per share, headline earnings per share, net asset value per share and tangible net asset value per share. The unaudited pro forma financial effects have been prepared to illustrate the impact of the Disposal on the reported reviewed results of Hardware Warehouse for the year ended 30 June 2011, had the Disposal occurred on 1 July 2010 for statement of comprehensive income purposes and on 30 June 2011 for statement of financial position purposes. The unaudited pro forma financial effects have been prepared using accounting policies that comply with International Financial Reporting Standards and that are consistent with those applied in the audited results of Hardware Warehouse for the year ended 30 June 2011. The unaudited pro forma financial effects, which are the responsibility of the directors, are provided for illustrative purposes only and, because of their pro forma nature may not fairly present Hardware Warehouse`s financial position, changes in equity, results of operations or cash flow. Before After Percent
the the age Disposal Disposa change l (%) Basic earnings per share (cents) 4.85 5.42 11.75 Headline earnings per share 5.11 5.66 10.76 (cents) Net asset value per share (cents) 35.75 35.76 0.03 Tangible net asset value per share 23.16 23.17 0.04 (cents) Weighted average number of shares 69 400 69 400 - in issue (`000) Total number of shares in issue 77 900 77 900 - (`000) Notes: 1. The amounts in the "Before the Disposal" column have been extracted from the reviewed results of Hardware Warehouse for the year ended 30 June 2011. 2. The amounts in the "After the Disposal" column reflect the financial effects of the Disposal on Hardware Warehouse, based on the assumption that: a.) the Disposal consideration of R10 650 000 is paid in cash; b.) interest is earned on the Disposal consideration at a rate of 10% per annum; c.) once-off expenses of R639 000 have been incurred on the Disposal; and d.) capital gains tax and deferred tax have been taken into account. 3. The effects on basic earnings per share and headline earnings per share are calculated based on the assumption that the Disposal was effected on 1 July 2010. 4. The effects on net asset value per share and tangible net asset value per share are calculated based on the assumption that the Disposal was effected on 30 June 2011. 4. CLASSIFICATION OF THE DISPOSAL The Disposal is classified as a Category 2 transaction in terms of the Listings Requirements of JSE Limited. East London 19 October 2011 Designated Adviser Merchantec Capital Date: 19/10/2011 15:38:01 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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