2000/10/06
RESULTS OF CAPITAL RAISING [JSE Securities Exchange - SENS]
 
06/10/2000 - 20:03:26

PRISM HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1998/018949/06)
("PRISM" OR "THE COMPANY")
RESULTS OF CAPITAL RAISING
1. RESULTS OF CAPITAL RAISING
STANDARD CORPORATE AND MERCHANT BANK AND GENSEC BANK LIMITED ARE AUTHORISED TO
ANNOUNCE THAT PRISM HAS SUCCESSFULLY COMPLETED A CAPITAL RAISING EXERCISE IN
WHICH APPROXIMATELY R130 MILLION WAS RAISED FROM INSTITUTIONAL SHAREHOLDERS IN
SOUTH AFRICA ("THE CAPITAL RAISING"). THE CAPITAL RAISING WAS COMPLETED ON 29
SEPTEMBER 2000 THROUGH AN ISSUE OF SHARES FOR CASH IN TERMS OF A RESOLUTION
APPROVED BY PRISM SHAREHOLDERS PRIOR TO LISTING AND A VENDOR CONSIDERATION
PLACEMENT FOR VARIOUS ACQUISITIONS, IN TERMS OF WHICH 19 325 522 NEW PRISM
ORDINARY SHARES OF 0,1 CENT EACH ("PRISM SHARES" OR "SHARES") WERE ISSUED AT AN
ISSUE PRICE OF
670 CENTS PER SHARE, THEREBY RAISING APPROXIMATELY R130 MILLION. IRREVOCABLE
COMMITMENTS WERE RECEIVED FROM INSTITUTIONS AMOUNTING TO R204 MILLION.
THE CAPITAL RAISING INCREASES PRISM'S ISSUED SHARE CAPITAL TO 203 075 522
SHARES FROM 183 750 000 SHARES, WHICH REPRESENTS AN INCREASE OF 10,5%. THE
ISSUE PRICE OF 670 CENTS REPRESENTS A DISCOUNT OF APPROXIMATELY 7% TO THE
30-DAY VOLUME-WEIGHTED PRICE AT WHICH PRISM SHARES TRADED ON THE JOHANNESBURG
STOCK EXCHANGE PRIOR TO THE CAPITAL RAISING. THE SHARES WERE LISTED ON FRIDAY,
6 OCTOBER 2000.
THE PROCEEDS FROM THE CAPITAL RAISING ARE TO BE UTILISED IN PARTIAL PAYMENT FOR
VARIOUS ACQUISITIONS, INCLUDING THE ACQUISITION OF CERTAIN BUSINESSES FROM
ACCORD TECHNOLOGIES LIMITED ("ACCORD") ("THE ACCORD ACQUISITION") AS ANNOUNCED
ON 16 MAY 2000. IN ADDITION, PRISM INTENDS UTILISING A PORTION OF THE FUNDS
RAISED IN THE ESTABLISHMENT OF A SIGNIFICANT PRESENCE IN THE UNITED KINGDOM,
EUROPE AND SOUTH EAST ASIA.
ALL SUSPENSIVE CONDITIONS RELATING TO THE ACCORD ACQUISITION HAVE BEEN
FULFILLED. CONSEQUENTLY, 8 000 000 PRISM SHARES HAVE BEEN ISSUED TO ACCORD AT
600 CENTS PER SHARE, AMOUNTING TO R48 MILLION, INCREASING THE ISSUED SHARE
CAPITAL OF PRISM TO 211 075 522 SHARES. IN TERMS OF THE AGREEMENT GOVERNING THE
ACCORD ACQUISITION, ACCORD IS ENTITLED TO DISPOSE OF 20% OF THE 8 000 000
SHARES THAT FORMED PART OF THE PURCHASE CONSIDERATION ("THE CONSIDERATION
SHARES") WITHIN THE FIRST 12 MONTHS FOLLOWING COMPLETION THEREOF. THE REMAINING
80% OF THE CONSIDERATION SHARES ARE SUBJECT TO CERTAIN TRADING RESTRICTIONS
OVER A THREE-YEAR PERIOD.
2. PRO FORMA FINANCIAL EFFECTS
THE TABLE BELOW SETS OUT THE FINANCIAL EFFECTS OF THE ISSUE OF 19 325 522 NEW
PRISM SHARES AT
670 CENTS PER SHARE ON EARNINGS PER SHARE ("EPS"), HEADLINE EARNINGS PER SHARE
("HEADLINE EPS"), NET ASSET VALUE ("NAV") AND TANGIBLE NET ASSET VALUE
("TNAV"). THE CALCULATIONS ARE BASED ON THE FOLLOWING ASSUMPTIONS:
- FOR THE PURPOSES OF CALCULATING THE PRO FORMA EFFECT ON EPS AND HEADLINE EPS,
PRISM'S EPS AND HEADLINE EPS, AS CONTAINED IN ITS FINANCIAL STATEMENTS FOR THE
12 MONTHS ENDED 30 JUNE 2000, WERE USED;
- FOR THE PURPOSES OF CALCULATING THE PRO FORMA EFFECT ON NAV AND TNAV, PRISM'S
BALANCE SHEET AT 30 JUNE 2000 WAS USED;
- FOR THE PURPOSES OF CALCULATING THE PRO FORMA EFFECT ON EPS AND HEADLINE EPS,
IT HAS BEEN ASSUMED THAT THE CAPITAL RAISING WAS EFFECTED ON 1 JULY 1999; AND
- FOR PURPOSES OF CALCULATING THE PRO FORMA EFFECT ON NAV AND TNAV, IT HAS BEEN
ASSUMED THAT THE CAPITAL RAISING WAS EFFECTED ON 30 JUNE 2000.
                     AUDITED           PRO FORMA
                     12 MONTHS ENDED   AFTER THE         INCREASE
                     30 JUNE 2000      CAPITAL RAISING   %
EPS (CENTS)          22,2(1)           26,2(2)           17,8
HEADLINE EPS (CENTS) 16,1(1)           20,7(2)           28,4
NAV (CENTS)          24,7(3)           86,3(4)           250,1
TNAV (CENTS)         11,9(3)           84,2(4)           610,1
NOTES:
(1) BASED ON 170 980 000 DILUTED WEIGHTED AVERAGE NUMBER OF SHARES IN ISSUE.
(2) BASED ON 190 305 522 DILUTED WEIGHTED AVERAGE NUMBER OF SHARES IN ISSUE.
(3) BASED ON 183 750 000 SHARES IN ISSUE.
(4) BASED ON 203 075 522 SHARES IN ISSUE.
JOHANNESBURG
6 OCTOBER 2000
LEAD MERCHANT BANK
  SCMB
  CORPORATE FINANCE TECHNOLOGY
  (A DIVISION OF THE STANDARD BANK OF SOUTH AFRICA LIMITED)
  (REGISTRATION NUMBER 1962/000738/06)
CORPORATE ADVISER
  GENSEC BANK LIMITED
  (REGISTRATION NUMBER 1996/004744/06)
SPONSORING BROKER
  STANDARD EQUITIES (PROPRIETARY) LIMITED
  (REGISTRATION NUMBER 1972/008305/07)
  (MEMBER OF THE JOHANNESBURG STOCK EXCHANGE)
PRODUCED BY: ANUSHA MOTHILALL 06-10-2000 17:53 SENS

PUBLISHER: JSE SENS Feed
Source: JSE Securities Exchange - SENS
 
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