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PSV - PSV Holdings Limited - Update to the disposal of the pump business and withdrawal of cautionary announcement PSV Holdings Limited Incorporated in the Republic of South Africa (Registration number 1988/004365/06) Share code: PSV ISIN: ZAE000078705 ("PSV") UPDATE TO THE DISPOSAL OF THE PUMP BUSINESS AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT Further to the terms announcement released on SENS on 22 February 2012 relating to the Disposal of the Pump Business, and using the terms defined therein unless otherwise stated, shareholders are hereby provided with an update thereto. 1. Pro forma financial effects The unaudited pro forma financial effects, set out below, have been prepared to illustrate the impact of the Disposal of the Pump Business on the reported financial information of PSV for the six months ended 31 August 2011, had the Disposal of the Pump Business occurred on 1 March 2011 for statement of comprehensive income purposes and 31 August 2011 for statement of financial position purposes. The financial effects are presented for illustrative purposes only and because of their nature may not fairly reflect PSV`s results or financial position going forward. The unaudited pro forma financial effects have been prepared using accounting policies that are consistent with International Financial Reporting Standards and with the basis on which the historical financial information has been prepared in terms of the accounting policies adopted by PSV. The Board is responsible for the compilation, contents and presentation of the financial effects contained in this announcement and for the financial information from which it has been prepared. Their responsibility includes determining that: the unaudited pro forma financial effects have been properly compiled on the basis stated; the basis is consistent with the accounting policies of PSV; and the pro forma adjustments are appropriate for the purposes of the unaudited pro forma financial effects disclosed in terms of the Listings Requirements of the JSE. Before1 After the Percent Pump age Business change
Disposal2 (%) Basic earnings per share 0.92 (2.45) (366.3) (cents)3 Headline earnings per share 0.61 (0.64) (204.9) (cents)3 Net asset value per share 58.62 52.07 (11.2) (cents)4 Net tangible asset value per 34.77 28.88 (16.9) share (cents)4 Weighted average number of 247 210 247 210 - shares in issue (000`s) Total number of shares in issue 247 962 247 962 - (000`s) Notes 1. The amounts in the "Before" column relate to the published unaudited interim results of PSV for the six month period ended 31 August 2011. 2. The amounts in the "After the Pump Business Disposal" column relate to the unaudited results of PSV for the six month period ended 31 August 2011 and are based on the assumption that: - the trading results of the Pump Business for the six months ended 31 August 2011 have been excluded from PSV`s published unaudited results for the six months ended 31 August 2011; - the Pump Business has been sold for a total consideration of R54 million;
- R44 million of consideration received from the Pump Business Disposal will be utilised to settle interest bearing debt, resulting in an interest saving of 11.04% per annum which will have a continuing effect on PSV; and
- Expenses of R1 240 000 have been incurred to effect the Pump Business Disposal. 3. The effects on basic earnings per share and headline earnings per share are calculated based on the assumption that the Pump Business Disposal and was effected on 1 March 2011. 4. The effects on net asset value per share and tangible net asset value per share are calculated based on the assumption that the Pump Business Disposal was effected on 31 August 2011. 2. Further documentation The Circular containing full details of, inter alia, the Disposal of the Pump Business, as well as a notice to convene a general meeting of PSV shareholders in order to consider and, if deemed fit to pass, with or without modification, the resolutions necessary to approve and implement, inter alia, the Disposal of the Pump Business, is in the process of being finalised and approved. Shareholders are advised that the Circular to PSV shareholders is expected to be distributed in due course. Shareholders will be kept updated with regards to the actual date of distribution of the Circular. 3. Withdrawal of cautionary announcement Further to the cautionary announcement dated 22 February, shareholders are advised that as the pro forma financial effects of the Disposal of the Pump Business have been disclosed in paragraph 1 above, caution is no longer required to be exercised when dealing in the Company`s securities. Johannesburg 5 April 2012 Designated Adviser Merchantec Capital Date: 05/04/2012 07:21:57 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.
