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ACCENTUATE LIMITED - Acquisition of Suntups Wooden Flooring Business

Release Date: 05/09/2013 14:07
Code(s): ACE     PDF:  
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Acquisition of Suntups Wooden Flooring Business

Accentuate Limited

(Incorporated in the Republic of South Africa)

(Registration number 2004/029691/06)

JSE Share code: ACE ISIN: ZAE000115986

("Accentuate" or “the Company”)


ACQUISITION OF SUNTUPS WOODEN FLOORING BUSINESS


1. INTRODUCTION

Accentuate subsidiary Floorworx Africa (Pty) Limited (‘Floorworx”) has entered into an agreement with
Suntups Wooden Flooring (Pty) Limited (“Suntups”) to acquire the assets and liabilities relating to the
wooden flooring and decking part of Suntups (the "Agreement”) for a total purchase consideration
estimated to be R8 200 000 (eight million two hundred thousand Rand), based on the estimated net
asset value at the effective date as well as R1 300 000 (one million three hundred thousand Rand) for
intangible assets (the "Transaction”). The purchase is to be settled by way of an issue of Accentuate
ordinary shares at a price based on the volume weighted average price of the shares traded during the
two months preceding the effective date. The owners of Suntups are Mr Steven Suntup, Mr Ian Fuller
and Mr Mike Rosengarten.

2. NATURE OF THE SUNTUPS BUSINESS

Suntups is a privately owned business with a well-established customer base and has become the largest
supplier of engineered wooden flooring in South Africa. The main markets they supply are heavy traffic
floor areas such as offices, shopping centres and gyms and they also supply the upmarket private
residential sector. The business also supplies specialised wood for use in decking.

Floorworx will not be acquiring the wood trading division of Suntups.

3. RATIONALE FOR THE TRANSACTION

Suntups is a significant supplier to the engineered wooden flooring market while Floorworx is a
significant supplier in most other areas of resilient flooring. The Suntups business will therefore
compliment and expand the range of flooring products which Floorworx can offer its customers.
4. SUSPENSIVE CONDITIONS

The Transaction is subject, inter alia, to the fulfillment of the following suspensive conditions:

    •   Regulatory approval insofar as such approvals may be required; and
    •   Approval of the transaction by the Accentuate Board of Directors

5. EFFECTIVE DATE

The Effective Date is 1 September 2013 while the date of implementation will be the first business day
following the fulfilment of all suspensive conditions.

6. CATEGORISATION

The transaction is classified as a category 2 transaction.

7. FINANCIAL EFFECTS OF THE TRANSACTION

In compliance with paragraph 9.15 of the JSE Listings Requirements, pro forma financial effects
must be disclosed to provide information on the impact of the acquisition on Accentuate’s reported
financial statements. Accentuate will release the pro forma financials in due course.

8. RESPONSIBILITY STATEMENT

The directors of Accentuate accept responsibility for the information contained in the announcement
and confirm that to the best of their knowledge and belief, the information is true and correct and that
it does not omit anything likely to affect the importance of the information.

9. FURTHER CAUTIONARY

Further to the cautionary announcement published on 15 August 2013, shareholders are advised that as
the company will still be releasing the financial effects of the transaction, shareholders are advised to
continue to exercise caution when dealing in the Company’s securities until a further announcement is
released.



Sandton

5 September 2013

Designated Adviser: Bridge Capital Advisors (Pty) Limited

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