FINANCIAL EFFECTS OF THE ACQUISITION. The proforma financial effects of the Acquisition on the Company are set out below. The proforma financial are theoretical in nature and only for illustrative purposes, they do not represent the actual financial position and/or results of the Company’s operations after the completion of the Acquisition and are not indicative of the future financial position and earnings of the Company.
FINANCIAL EFFECTS OF THE ACQUISITION. The pro forma financial effects of the Acquisition have been prepared based on the audited financial statements of CCT for the year ended 31 December 2006 and taking into account the Purchase Consideration, as well as the assumption that the Acquisition is wholly funded by borrowings.
FINANCIAL EFFECTS OF THE ACQUISITION. The tables illustrating the effects of the Acquisition on the (i) net tangible asset (“NTA”) per share of the Company (assuming the Acquisition had been completed at the beginning of the financial year ended 31 May 2021 (“FY2021”); and (ii) the earnings per share of the Company (assuming that the Acquisition had been effected at the beginning of 1 June 2020) based on the audited financial statements of the Company for FY2021, are set out below:
FINANCIAL EFFECTS OF THE ACQUISITION. As at the date of this announcement the Group holds 49% of the equity interest in Ego Time through Maxx Investments. The Ego Time Group is therefore treated as associates of the Company and their results and assets and liabilities are accounted for using equity method. After completion of the Acquisition, Ego Time will become a wholly-owned subsidiary of the Company as its remaining 51% equity interest will then be owned by the Group through the acquisition of Success Pillar. The amount of impairment losses for pending trade receivables would depend on the outcome of recovery action taken by the Ego Time Group against XX Xxxxxx China and/or against ships which had been supplied by the Ego Time Group and had not paid for the bunker that had been supplied. On the most conservative basis, there will be a one-off impairment loss in the maximum sum of approximately HK$58.6 million, assuming all avenues of recovery have been exhausted up to Completion and zero recovery has been made. Of this maximum sum of impairment loss 51%, namely approximately HK$29.9 million, will be treated as pre-acquisition impairment provision attributable to Success Pillar for the period before completion. The Group will only share the remaining HK$28.7 million (i.e. 49% of HK$58.6 million) through equity method and reflected in the line of “share of profits (losses) of associates” in the consolidated statement of profit and loss and other comprehensive income of the Company. At Completion, the Group will be deemed to dispose of 49% equity interest in Ego Time at its carrying cost and then acquire 100% equity interest in Ego Time. The Ego Time Group will then become indirect wholly-owned subsidiaries of the Company and their accounts will be consolidated into the accounts of the Company. The deemed disposal of 49% equity interest in Ego Time and the Acquisition will be accounted for in accordance with HKFRS 3 “Business Combinations” issued by Hong Kong Institute of Certified Public Accountants. As the 51% consolidated net assets value of Ego Time Group attributable to Success Pillar is lower than the consideration to be paid by Maxx Investments, the Acquisition will also give rise to intangible assets and goodwill in the consolidated accounts of the Company. The actual gain or loss if any, and the intangible assets and goodwill created in the Company’s consolidated accounts as a result of the Acquisition and the deemed disposal to be recorded by the Group is subject to audit by the aud...
FINANCIAL EFFECTS OF THE ACQUISITION. The tables illustrating the effects of the Acquisition on the (i) net tangible asset per share of the Company (assuming the Acquisition had been completed at the end of the financial year ended 28 February 2011 (“FY2011”); and (ii) the losses per share of the Company (assuming that the Acquisition had been completed at the beginning of FY2011) based on the audited financial statements of the Company for FY2011, are set out below:
(i) Net asset value (“NAV”) per share NAV per share (cents) Before the Proposed Acquisition 11.09 After the Proposed Acquisition 10.17 The net tangible asset value of the Company after the Acquisition can only be ascertained after performing additional procedures, including purchase price allocation.
(ii) Losses per share Losses per share (cents) Before the Proposed Acquisition 0.63 After the Proposed Acquisition 0.23
FINANCIAL EFFECTS OF THE ACQUISITION. For illustrative purposes only, the financial effects of the Investment Agreement on the net tangible assets per share and earnings per share of the Group, based on the audited consolidated financial statements of the Group for FY2013 and the audited financial statements of HK Silver are set out below. Assuming the Investment Agreement had been effected on 31 December 2013 and based on the audited consolidated financial statements of the Group for FY2013, the financial effect on the net tangible assets of the Group are as follows: Before Acquisition After Acquisition Net tangible assets (HK$’000) 19,818 20,227 Number of shares (‘000) 354,671 354,671 Net tangible assets per share (HK cents) 5.59 5.70 Assuming the Investment Agreement had been effected on 1 January 2013 and based on the audited consolidated financial statements of the Group for FY2013, the financial impact on the Company’s earnings per share for FY2013 are as follows: Before Acquisition After Acquisition Profit attributable to shareholders of the Company (HK$’000) 1,119 1,306 Number of shares (‘000) 354,671 354,671 Please note that the above financial figures are for illustrative purposes only and do not necessarily reflect the actual results and financial performance of the Group after the Investment Agreement. No representation is made as to the actual financial position and/or results of the Group after the completion of the Investment Agreement.
FINANCIAL EFFECTS OF THE ACQUISITION. As the Property is currently under construction and no part of the Purchase Price is payable until the conditions precedent stated in Paragraph 2.3 herein have been fulfilled (unless specifically waived), the entry into the Option Agreement is not expected to have any material impact on the net profits, net tangible asset per Unit and distribution per Unit of FCT for the current financial year. When the financing details for the Acquisition have been finalised, the details thereof and the financial effects of the Acquisition will be set out in the Circular.
FINANCIAL EFFECTS OF THE ACQUISITION. The table below sets out the audited net assets, sales, earnings before interest, tax, depreciation and amortisation (“EBITDA”) and normalised profit after tax (“Normalised PAT”) of SPAR Switzerland for the 12 months ended 31 December 2015 (being the date of the most recent audited financial statements). SPAR Switzerland selected audited financial results for the 12 months ended 31 December 2015 CHF (million) ZAR (million) Net Assets 144.9 2 247.9 Sales 824.3 12 787.8 EBITDA 27.7 429.7 Normalised PAT 7.4 114.8 Notes:
1. All figures are in Swiss GAAP.
2. CHF translated to ZAR at an exchange rate of R15.5135 per CHF, being the exchange rate at 17:00 on 8 March 2016.
3. Normalised profit after tax is defined as the Swiss GAAP audited profit after tax for SPAR Switzerland for the 12 months ended 31 December 2015 adjusted for certain agreed non- recurring extra-ordinary items. Immediately prior to the implementation of the Acquisition, SPAR Switzerland intends to distribute a special dividend of CHF40 million (R620.5 million) to the Sellers (the “Special Dividend”). The Special Dividend will result in a pro forma net asset value for SPAR Switzerland of CHF104.9 million (R1 627.4 million), if applied to the net asset value at 31 December 2015. The Company will provide a financial guarantee to secure the CHF40 million loan to SPAR Switzerland to finance the Special Dividend.
FINANCIAL EFFECTS OF THE ACQUISITION. The financial effects of the Proposed Issue of Purchaser Shares are presented for illustrative purposes only and are not intended to reflect the actual future financial performance and position of the Company or the Group after the completion of the Proposed Issue of Purchaser Shares.
6.1 The financial effects set out below have been computed based on the latest audited consolidated financial statements of the Group for FY2021 as well as on the following bases and key assumptions:
(a) the financial effects on the NTA per Share of the Group are computed assuming that the Proposed Issue of Purchaser Shares was completed on 31 March 2021;
(b) the allotment and issuance of 2,943,700 Purchaser Shares to the Vendors was completed on 31 March 2021; and
(c) the financial effects on the earnings per Share (“EPS”) of the Group are computed assuming that the Proposed Issue of Purchaser Shares was completed on 1 January 2020.
FINANCIAL EFFECTS OF THE ACQUISITION. The financial effects of the Acquisition on the (i) net tangible asset (“NTA”) per share of the Company (assuming the Acquisition had been completed at the beginning of the financial year ended 31 May 2016 (“FY2016”); and (ii) the earnings per share of the Company (assuming that the Acquisition had been effected on 1 June 2015) based on the audited financial statements of the Company for FY2016, are set out in the announcement dated 29 July 2016 relating to the MOU, as the MOU was legally binding.
