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Alexander Forbes Preference Share Investments Limited
(“AF Pref”) was incorporated on 10 October
2006 with the sole purpose of being the special purpose
vehicle through which existing shareholders of Alexander
Forbes Limited could remain invested following the
private equity buyout of the Alexander Forbes group.
AF Pref holds 26.5% of the ordinary shares in Alexander
Forbes Equity Holdings (Proprietary) Limited (”AFEH”),
which acquired the entire issued share capital of Alexander
Forbes Limited effective 26 July 2007 (“the effective
date”) following the implementation of a scheme
of arrangement in terms of Section 311 of the Companies
Act No 61 of 1973, as amended (“the scheme of arrangement”).
Details of the scheme of arrangement are provided in
the pre-listing statement issued by AF Pref on 10 July
2007. AF Pref also owns 28.6% of the preference shares
in AFEH and 100% of the Pay-in- Kind (“PIK”)
debentures issued by a subsidiary of AFEH, Alexander
Forbes PIK Funding (Proprietary) Limited (“AF PIK”),
the latter investment forming part of the financing
arrangement of the scheme of arrangement. The interests
in the ordinary shares, preference shares and PIK debentures
were acquired on the effective date.
AF Pref changed its financial year end to 31 March
to coincide with the financial year end of AFEH and
its subsidiaries. AF Pref’s results are therefore
presented for the thirteen months ended 31 March 2008,
but include only eight months of trading results covering
the period from the effective date of acquisition of
AFEH on 26 July 2007 up to the financial year end.
This results announcement should be read in conjunction
with the results announcement of AFEH which is made available
to all AF Pref preference shareholders.
AF Pref has issued two instruments, namely redeemable
participating preference shares and unsecured fixed
rate debentures, which together constitute a linked unit
listed on the JSE Limited. The preference shares give
the holder the see-through economic and voting rights
in the pro rata underlying investment in the equity of
AFEH and the debentures give the holder the see-through
economic rights in the pro rata underlying PIK debentures
investment in AF PIK.
As detailed in the pre-listing statement issued on 10
July 2007, AF Pref does not anticipate receiving any
dividends in the foreseeable future from its investment
in AFEH. AF Pref therefore does not intend to declare
any dividends for the foreseeable future.
JRP
Doidge
Director
30 May 2008 |
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S
Gaskell
Director |
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