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CURRO HOLDINGS LIMITED - Voluntary Announcement Regarding The Acquisition Of The Northern Academy Independent School And Withdrawal Of Cautio

Release Date: 23/11/2012 10:00
Code(s): COH     PDF:  
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Voluntary Announcement Regarding The Acquisition Of The Northern Academy Independent School And Withdrawal Of Cautio

Curro Holdings Limited
Incorporated in the Republic of South Africa
Registration number: 1998/025801/06
Share code: COH
ISIN: ZAE000156253
(“Curro” or “the Company” or “the Group”)

VOLUNTARY ANNOUNCEMENT REGARDING THE ACQUISITION OF THE
NORTHERN ACADEMY INDEPENDENT SCHOOL AND WITHDRAWAL OF
CAUTIONARY ANNOUNCEMENT

1.   THE NORTHERN ACADEMY INDEPENDENT SCHOOL ACQUISITION

Shareholders are hereby advised that Business Venture
Investments No 1606 Proprietary Limited (which is in the
process of changing its name to Campus and Property
Management Company), being a 65% subsidiary of Curro and
Meridian Community Academy NPC (RF) an associated non-
profit company of Curro have entered into agreements to
acquire   the   businesses   of    the   Northern   Academy
Independent Primary School and the Northern Academy
Independent Secondary School (“the Northern Academy
Independent   School”),   together   with   the   immovable
property on which the Northern Academy Independent School
is currently operated and the ancillary business in
connection with the Northern Academy Independent School
(“the Acquisition”) from various parties by way of
separate transactions. The first transaction comprises
the purchase of the immovable property for a purchase
consideration of R73 800 000, payable in cash to the
seller of the immovable property (“the immovable property
seller”). The immovable property seller has undertaken to
affect further improvements to the property in 2013 and
once same has been completed, subject to certain
conditions, a further R7 000 000 will be payable to the
immovable property seller in cash. The balance of the
assets acquired, including the ancillary business in
connection with the Northern Academy Independent School,
were purchased from each of the sellers thereof for a
purchase consideration of R76 200 000, payable in cash to
such sellers.

Northern Academy was established in 1996 and has
developed into a leading community school with 3 900
learners and 2 200 residing in the boarding facilities.
The school has consistently achieved a 100% passing rate
for their matriculants.

Besides the positive financial effect on Curro this
acquisition will contribute to the intellectual property
specifically in the Community Schools market which is
considered a focus    area   for   the   further   expansion   of
Curro’s vision.

The   Acquisition  is   subject  to  certain  conditions
precedent, warranties and indemnities which are usual to
a transaction of this nature.

The Acquisition falls below the category 2 transaction
threshold as set out in section 9 of the Listings
Requirements of the JSE Limited. Accordingly, no action
is required from Curro shareholders and this announcement
is made for information purposes only.

Pro forma financial effects
The pro forma financial effects of the Acquisition is
presented for illustrative purposes only and because of
its nature may not give a fair reflection of the
Company’s financial position nor of the effect on future
earnings after the Acquisition.

Set out below are the unaudited pro forma financial
effects of the Acquisition, based on the unaudited
interim results for the period ended 30 June 2012. The
directors of Curro are responsible for the preparation of
the unaudited pro forma financial information.

                   Unaudited     Unaudited       Change    Change
                     before      Pro Forma                  (%)
                  Acquisition      after
                                Acquisition

Basic       and         (1.9)              0.3       2.2   115.8%
headline
(loss)        /
earnings    per
share (cents)
Basic       and       (2 982)              517     3 499   115.8%
headline
(loss)        /
earnings
(R’000)
Net       asset         228.4            228.4         -        -
value       per
share (cents)
Net    tangible         123.0             94.0   (29.0)   (23.6%)
asset     value
per       share
(cents)
Weighted                161.2            161.2         -        -
average
Number         of
shares in
issue
(millions)
Number         of       161.2         161.2       -       -
shares in
issue
(millions)

     Notes and assumptions:
     1. The “Unaudited before Acquisition” column has been
         extract from the published unaudited interim
         results for Curro for the six month period ended 30
         June 2012.
     2. The basic (loss) / earnings per share and basic
         (loss) / headline earnings per share figures in the
         “Pro Forma after Acquisition” column have been
         calculated on the basis that the Acquisition was
         effected on 1 January 2012.
     3. The net asset value per share and net tangible
         asset value per share figures in the “Pro forma
         after Acquisition” column have been calculated on
         the basis that the Acquisition was effected on 30
         June 2012.
     4. The taxation rate applicable is assumed to be 28%.

2.    WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT

Shareholders are referred to the cautionary announcement
dated 13 November 2012 (“the Cautionary Announcement”)
and are hereby advised that the corporate actions
referred to in the Cautionary Announcement have been
disclosed in this announcement. Accordingly, caution is
no longer required to be exercised by shareholders when
dealing in their Curro shares.

Durbanville
23 November 2012

Sponsor and Corporate Adviser
PSG Capital

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