1999/07/16
ACQUISITIONS AND FURTHER CAUTIONARY ANNOUNCEMENT [JSE Securities Exchange - SENS]
 
16/07/1999 - 20:35:36

GLOBAL TECHNOLOGY LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 96/09809/06)
("GLOTEC" OR "THE COMPANY")
ACQUISITIONS AND FURTHER CAUTIONARY ANNOUNCEMENT
GLOBAL TECHNOLOGY ZIMBABWE (PRIVATE) LIMITED
1. INTRODUCTION
SHAREHOLDERS ARE ADVISED THAT, FURTHER TO THE CAUTIONARY ANNOUNCEMENT DATED 14
JULY 1999, GLOBAL TECHNOLOGY LIMITED ("GLOTEC") HAS ACQUIRED A 26% EQUITY
INVESTMENT IN THE RECENTLY FORMED GLOBAL TECHNOLOGY ZIMBABWE (PRIVATE) LIMITED
("GLOBAL ZIM"), WHICH IN TURN HAS ACQUIRED THE BUSINESSES OF RIBTECH (PRIVATE)
LIMITED ("RIBTECH") AND ARCHANGEL SYSTEMS (PRIVATE) LIMITED ("ARCHANGEL"). THE
AGREEMENT IS SUBJECT TO CERTAIN SUSPENSIVE CONDITIONS AND WARRANTIES USUAL IN
TRANSACTIONS OF THIS NATURE.
2. THE NATURE OF THE BUSINESS
GLOBAL ZIM, WHICH SHALL SOON CHANGE ITS NAME TO GLOBAL TECHNOLOGY CENTRAL
AFRICA (PRIVATE) LIMITED, ACQUIRED THE DISTRIBUTION, IMPLEMENTATION AND
SERVICING BUSINESSES OF RIBTECH AND ARCHANGEL. RIBTECH HAS BEEN INSTRUMENTAL IN
THE IMPLEMENTATION OF THE GLOBUS SOFTWARE PACKAGE IN ZIMBABWE AND, THROUGH THE
GLOBAL ZIM INITIATIVE, THE SKILLS BASE FORMERLY IN RIBTECH AND ARCHANGEL WILL
SUBSTANTIALLY SPEED UP THE IMPLEMENTATION OF GLOBUS SYSTEMS THROUGHOUT CENTRAL
AFRICA.
3. TERMS OF THE AGREEMENT
3.1 GLOTEC EFFECTIVELY ACQUIRED, THROUGH ITS EQUITY INVESTMENT IN GLOBAL ZIM,
26% OF THE BUSINESSES OF RIBTECH AND ARCHANGEL, EFFECTIVE 1 JULY 1999, IN
EXCHANGE FOR R480 000.
3.2 EMPLOYMENT AND RESTRAINT AGREEMENTS HAVE BEEN ENTERED INTO WITH THE
MANAGEMENT OF GLOBAL ZIM, FORMERLY THE MANAGEMENT OF RIBTECH AND ARCHANGEL.
4. FINANCIAL EFFECTS
THE ACQUISITION WILL HAVE A NEGLIGIBLE EFFECT ON GLOTEC'S EARNINGS PER SHARE
AND NET ASSET VALUE PER SHARE AS PER THE PROSPECTUS ISSUED ON 9 NOVEMBER 1998.
5. RATIONALE FOR THE ACQUISITION
THE GLOBAL ZIM ACQUISITION GREATLY STRENGTHENS GLOTEC'S "AFRICAN" INITIATIVE
AND WILL BE USED AS A TEMPLATE FOR FURTHER EXPANSION ON THE CONTINENT. GLOTEC'S
BANKING SOFTWARE, GLOBUS, WILL BE SUPPLIED TO GLOBAL ZIM AND INTO THE REST OF
AFRICA THROUGH GLOTEC.
IC SYSTEMS CC
1. INTRODUCTION
SHAREHOLDERS ARE ADVISED THAT GLOTEC HAS ACQUIRED, IN AN UNRELATED DEAL, THE
BUSINESS OF IC SYSTEMS CC ("ICS").
2. THE NATURE OF THE BUSINESS
ICS IS A HIGHLY SUCCESSFUL INSTALMENT CREDIT SOFTWARE DEVELOPER.
3. TERMS OF THE AGREEMENT
GLOTEC, THROUGH ITS WHOLLY-OWNED SUBSIDIARY, TEMENOS SOUTHERN AFRICA
(PROPRIETARY) LIMITED, ACQUIRED THE ENTIRE BUSINESS INTEREST OF ICS, EFFECTIVE
1 MAY 1999, IN EXCHANGE FOR:
3.1 R650 000,00 IN CASH; AND
3.2 1 000 000 ORDINARY SHARES IN GLOTEC TO BE ALLOTTED AND ISSUED AS FULLY PAID
AT R1,40 PER SHARE.
4. FINANCIAL EFFECTS
THE ACQUISITION WILL HAVE A NEGLIGIBLE EFFECT ON GLOTEC'S EARNINGS PER SHARE
AND NET ASSET VALUE PER SHARE AS PER THE PROSPECTUS ISSUED ON 9 NOVEMBER 1998.
5. RATIONALE FOR THE ACQUISITION
THE ACQUISITION WILL FURTHER INCREASE GLOTEC'S ACCESS TO IMPORTANT NEW MARKETS.
THE ACQUISITION WILL ENHANCE GLOTEC'S SOFTWARE DEVELOPMENT CAPABILITIES FOR
INTEGRATION INTO THE GLOBUS BANKING SYSTEM INTERNATIONALLY.
INTRIX (PROPRIETARY) LIMITED
1. INTRODUCTION
SHAREHOLDERS ARE ADVISED THAT GLOTEC HAS ACQUIRED, IN A FURTHER UNRELATED DEAL,
A 50,1% STAKE IN INTRIX (PROPRIETARY) LIMITED ("INTRIX"), FROM BEVERLEY ANNE
GRIESSEL AND LLOYD WAYNE GRIESSEL ("THE INTRIX VENDORS"), WHICH ACQUISITION
WILL BE HOUSED IN GLOTEC'S WHOLLY-OWNED SUBSIDIARY, SA COMPUTER SUPPORT
(PROPRIETARY) LIMITED. THE AGREEMENT CONTAINS A CALL OPTION IN TERMS OF WHICH
GLOTEC MAY ACQUIRE A FURTHER 25% OF INTRIX IN THE YEAR 2001. THE AGREEMENT IS
SUBJECT TO CERTAIN SUSPENSIVE CONDITIONS AND WARRANTIES USUAL IN TRANSACTIONS
OF THIS NATURE.
2. THE NATURE OF THE BUSINESS
INTRIX IS THE DEVELOPER, DISTRIBUTOR AND IMPLEMENTER OF MOZAIC SOFTWARE, USED
IN THE FOOD MANUFACTURING AND DISTRIBUTION INDUSTRIES.
3. TERMS OF THE AGREEMENTS
3.1 GLOTEC ACQUIRED A 50,1% SHAREHOLDING IN INTRIX, EFFECTIVE 1 JULY 1999, IN
EXCHANGE FOR:
3.1.1 1 294 172 ORDINARY SHARES IN GLOTEC TO BE ALLOTTED AND ISSUED AS FULLY
PAID AT R1,45 PER SHARE; AND
3.1.2 AN EARNOUT WHICH WILL RESULT IN A FURTHER ALLOTMENT AND ISSUE OF GLOTEC
SHARES TO THE INTRIX VENDORS, DETERMINED BY APPLYING A 7,5 MULTIPLE TO INTRIX'S
AUDITED NPAT UP TO R1 500 000, FOR THE YEAR TO JUNE 2000.
3.2 IN TERMS OF A CALL OPTION WRITTEN, EXERCISABLE IN WHOLE BUT NOT IN PART,
GLOTEC MAY ACQUIRE A FURTHER 25% OF INTRIX FROM THE INTRIX VENDORS. THIS OPTION
IS EXERCISABLE WITHIN THREE MONTHS FROM 30 JUNE 2001, AT A PRICE BASED ON THE
INTRIX EARNINGS PER SHARE AS AT 30 JUNE 2001 BEING VALUED AT 33,33% OF GLOTEC'S
EARNINGS PER SHARE, BUT SUBJECT TO CERTAIN MINIMUMS. THE PURCHASE CONSIDERATION
IN TERMS OF THIS CLAUSE SHALL BE PAYABLE IN GLOTEC SHARES.
4. FINANCIAL EFFECTS
THE ACQUISITION WILL HAVE A NEGLIGIBLE EFFECT ON GLOTEC'S EARNINGS PER SHARE
AND NET ASSET VALUE PER SHARE AS PER THE PROSPECTUS ISSUED ON 9 NOVEMBER 1998.
5. RATIONALE FOR THE ACQUISITION
THE ACQUISITION ENHANCES GLOTEC'S INFLUENCE IN A NICHE MARKET WHERE THE UNIQUE
REQUIREMENTS OF THIS INDUSTRY, NAMELY THE PERISHABLE NATURE OF THE GOODS
PROVIDED, DEMANDS A SPECIFIC IN-DEPTH SOFTWARE PACKAGE, AS PERFECTED BY THE
MOZAIC SOFTWARE.
FURTHER CAUTIONARY ANNOUNCEMENT
SHAREHOLDERS ARE ADVISED THAT GLOTEC IS INVOLVED IN FURTHER DISCUSSIONS WHICH,
IF SUCCESSFULLY CONCLUDED, MAY HAVE AN IMPACT ON THE PRICE AT WHICH GLOTEC
SHARES TRADE ON THE JOHANNESBURG STOCK EXCHANGE. SHAREHOLDERS OF GLOTEC ARE
THEREFORE ADVISED TO CONTINUE TO EXERCISE CAUTION WHEN DEALING IN GLOTEC SHARES
UNTIL A FURTHER ANNOUNCEMENT IS MADE.
BY ORDER OF THE BOARD
R S GORDON
COMPANY SECRETARY
16 JULY 1999
JOHANNESBURG
CORPORATE ADVISER
ARCAY GROUP LIMITED
REG NO 91/05659/06
SPONSORING BROKER
MERRILL LYNCH SOUTH AFRICA (PTY) LTD.
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REGISTRATION NUMBER 95/01805/07
PRESS RELEASE
15 JULY 1999
GLOBAL TECHNOLOGY IN KEY ACQUISITIONS
JSE-LISTED GLOBAL TECHNOLOGY, PROVIDER OF IT SOLUTIONS TO THE BANKING,
INSURANCE AND FINANCIAL SERVICES INDUSTRIES, TODAY ANNOUNCED FOUR ACQUISITIONS:
IC SYSTEMS, RIBTEK, ARCHANGEL AND INTRIX. GLOBAL TECHNOLOGY ANNOUNCED ITS
ACQUISITION OF BROLINK EARLIER THIS WEEK.
IC SYSTEMS, AN INSTALLMENT CREDIT SOFTWARE HOUSE, ACQUIRED WITH A COMBINATION
OF CASH AND SHARES, IS EXPECTED TO BOLSTER GLOBAL TECHNOLOGY BANKING'S CAPACITY
TO DEVELOP SOFTWARE MODULES FOR INTEGRATION INTO ITS WORLD-LEADING GLOBUS
BANKING SYSTEM INTERNATIONALLY.
BASED IN ZIMBABWE, RIBTEK AND ARCHANGEL BOAST CONSIDERABLE EXPERIENCE IN THE
INSTALLATION AND MAINTENANCE OF BANKING SOFTWARE. THE NAME OF THE MERGED
COMPANY WILL BE GLOBAL TECHNOLOGY CENTRAL AFRICA (PTY) LTD, MARKING THE FIRST
GLOBAL TECHNOLOGY PRESENCE OUTSIDE OF SOUTH AFRICA.
RAY LEONARD, CEO OF GLOBAL TECHNOLOGY, SAYS, "AFRICAN EXPANSION CONTINUES TO BE
A STRONG DRIVE FOR GLOBAL TECHNOLOGY, AND THE RIBTEK AND ARCHANGEL AGREEMENT
SHOWS OUR COMMITMENT TO MAKING THIS A REALITY. GLOBAL TECHNOLOGY CENTRAL AFRICA
WILL HAVE THE CAPACITY TO OFFER GLOBAL TECHNOLOGY'S FULL RANGE OF SERVICES AND
WILL ALLOW FOR BETTER SERVICING OF OUR BANKING CLIENTS IN AFRICA."
HE CONTINUES, "EACH OF THESE ACQUISITIONS ADDS VALUE TO GLOBAL TECHNOLOGY
BANKING THROUGH PRODUCTS AND SERVICES WHICH STRENGTHEN THOSE OFFERED BY THE
DIVISION. WE INTEND TO UTILISE THE SOFTWARE EXPERTISE WITHIN IC SYSTEMS TO
PROMOTE LOCAL SOFTWARE DEVELOPMENT THAT WILL COMPLEMENT GLOBUS, OUR BANKING
SOLUTION."
INTRIX IS THE DEVELOPER, DISTRIBUTOR AND IMPLEMENTER OF FOOD MANUFACTURING AND
DISTRIBUTION SOFTWARE CALLED MOZAIC. LEONARD SAYS THAT THE INTRIX DEAL WILL
ENHANCE GLOBAL TECHNOLOGY'S OFFERING IN THIS NICHE MARKET.
NONE OF THE ACQUISITIONS ANNOUNCED TODAY WILL HAVE A MATERIAL EFFECT ON FIGURES
FOR THIS FINANCIAL YEAR, ENDING JUNE 1999.
GLOBAL TECHNOLOGY EARLIER THIS WEEK ANNOUNCED ITS ACQUISITION OF BROLINK, A
COMPANY WHICH PROVIDES A VITAL LINK BETWEEN INSURANCE COMPANIES AND INDIVIDUAL
BROKERS, IN A DEAL SET TO STRENGTHEN THE CURRENT OFFERING FROM GLOBAL
TECHNOLOGY INSURANCE. LEONARD SAYS THAT THE COMPANY WILL MAINTAIN ITS TIGHT
FOCUS ON ITS CORE MARKETS OF BANKING AND INSURANCE.
ENDS
WRITTEN AND DISTRIBUTED BY      :      ARCAY FINANCIAL COMMUNICATIONS
ON BEHALF OF                    :      GLOBAL TECHNOLOGY LIMITED
FURTHER INFORMATION             :      DESPINA HARITO
TEL     :       27 11 480 8554
FAX     :       27 11 480 8556
CELL    :       083 271 0348
E-MAIL  :       HARID@ARCAY.CO.ZA 
PRODUCED BY: SHARIFA WALBURG 16-07-1999 07:58 SENS

PUBLISHER : JSE SENS Feed
Source: JSE Securities Exchange - SENS
 
DISCLAIMER: http://www.mcgbfa.com/disclaimer.htm
 
Email
 
Print