Sharenet Sites 
Sharenet Sites
CAP - Cape Empowerment Limited - Terms announcement relating to the disposal of 10 701 220 listed ordinary shares in Grand Parade Investments Limited CAPE EMPOWERMENT LIMITED (Incorporated in the Republic of South Africa) (Registration number 1987/001807/06) JSE Code CAP ISIN ZAE000145066 ("CEL" or "the company") TERMS ANNOUNCEMENT RELATING TO THE DISPOSAL OF 10 701 220 LISTED ORDINARY SHARES IN GRAND PARADE INVESTMENTS LIMITED ("GPI") 1. INTRODUCTION and Rationale 1.1 Shareholders are referred to the announcement dated 25 November 2011 ("first announcement") and are advised that CEL has, through its wholly owned subsidiary Cape Empowerment Trust Limited ("CET"), disposed of its remaining 10 701 220 ordinary shares in GPI ("GPI shares") to The Chandos Trust for a cash consideration of R25 147 867 ("the disposal"). 1.2 The disposal is in line with the group`s strategy of repositioning its investment focus primarily to the property sector. 2. Terms of the disposal 2.1 In terms of the agreement between CET and The Chandos Trust dated 8 February 2012 ("the disposal agreement") the GPI shares will be disposed of for a cash consideration of 235 cents per GPI share totalling R25 147 867 ("consideration"). The shares are sold ex- dividend after receiving the ordinary dividend of 10 cents per GPI share in December 2011 and the special dividend of 60 cents per GPI share in January 2012. 2.2 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 2.4 below. 2.3 The consideration for the GPI shares is payable in cash on the closing date. 2.4 The disposal is subject to the suspensive condition that, by no later than 31 March 2012, the shareholders of CEL shall have passed the necessary resolutions authorising CET to enter into the disposal agreement, as required in terms of the Listings Requirements of the JSE Limited ("JSE"). 3. Pro forma financial effects 3.1 The unaudited pro forma financial effects of the disposal are based on the published unaudited interim results of CEL for the 6 months ending 30 June 2011. The preparation of these pro forma financial effects are the responsibility of the directors of the company and it has been prepared for illustrative purposes only to provide information on how the disposal may have impacted on the results and financial position of CEL. Because of the pro forma nature of these financial effects, it may not give a fair reflection of CEL`s results or financial position.
Before Adjustments Pro forma after
Loss per share (cents) (1.47) (0.09) (1.56) Headline loss per share (1.51) (0.09) (1.60) (cents) NAV and Tangible NAV per 49.66 (0.21) 49.45 share (cents) Weighted number of shares 520 284 520 284 in issue (`000) Number of shares in issue 520 284 520 284 (`000) Notes: 1.) The before column is based on the published unaudited interim results of CEL for the 6 months ending 30 June 2011. 2.) For statement of financial position purposes it is assumed that the disposal took place on 30 June 2011. 3.) For statement of comprehensive income purposes it is assumed that the disposal took place on 1 January 2011. 4.) The adjustments are based on the following assumptions: - or statement of financial position purposes the disposal proceeds of R25 147 867 and the special dividend of 60 cents per share were received in cash on 30 June 2011. - For statement of comprehensive income purposes: - the disposal proceeds of R25 147 867 were received in cash on 1 January 2011 and the special dividend of 60 cents per share was received in cash on 30 June 2011;
- the disposal proceeds were invested in a money market investment with an after tax return of 4,9%. 4. Categorisation of the disposal 4.1 The disposal is categorised as a Category 2 transaction in terms of the Listing Requirements. 4.2 In terms of the JSE Listings Requirements, the disposal is aggregated with the disposal of 8 000 000 GPI shares on 31 October 2011, referred to in the first announcement and, as a result, the disposal is categorised as a Category 1 transaction and requires the approval of CEL shareholders in general meeting. 4.3 A circular containing further details of the disposal, and a notice convening a general meeting of CEL shareholders to approve the disposal shall be posted to shareholders in due course. 4.4 Shareholders are referred to the first announcement and are advised that shareholders will no longer be requested to grant the board of CEL a mandate to dispose of the GPI shares during the course of 2012 as the GPI shares in question have now been sold. Cape Town 8 February 2012 Sponsor Sasfin Capital (A division of Sasfin Bank Limited) Date: 08/02/2012 13:39:00 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.
