AEG 201703170072A
Updated Pro Forma Financial information of the Aveng Group
AVENG LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1944/018119/06)
ISIN: ZAE000111829
SHARE CODE: AEG
("Aveng", "the Company" or “the Group”)
UPDATED PRO FORMA FINANCIAL INFORMATION OF THE AVENG GROUP
Aveng shareholders (“Shareholders”) are referred to the announcement dated 27 February 2017 advising that the
Company had posted a circular to Shareholders (“Grinaker-LTA Circular”, “Circular”). The purpose of the Circular was to
provide Shareholders with information relating to the proposed disposal of a 51% beneficial interest in the Grinaker-LTA
business, owned and operated by Aveng Africa Proprietary Limited, to Kutana Construction Proprietary Limited (“Kutana
Construction”) and the subsequent issue of the non-voting equity instrument by Kutana Construction to Aveng Africa
resulting in Aveng disposing of an effective 45% economic interest in the Grinaker-LTA business to Kutana Construction
(“Disposal”). The purpose of the Circular was to provide information to enable Aveng shareholders to make an informed
decision in respect of the relevant resolutions contained in the Circular and to convene a general meeting at which
shareholders will be requested to vote on the resolutions to approve the Disposal.
Following the announcement of the Group’s interim financial results for the six months ended 31 December 2016, Aveng
is required to update the pro forma financial information contained in the Circular using the most recently published
financial results. Updated pro forma financial information is now provided for the six months ended 31 December 2016
below and should be considered in conjunction with the details included in the previously published Circulars.
Basis of preparation
The pro forma financial Information has been prepared to provide details of how the Steeledale, ACP and Grinaker-LTA
Transactions, might affect the financial position and results of operations of the Aveng Group for the six month period
ended 31 December 2016. The pro forma financial information is based on the interim results of Aveng for the six month
period ended 31 December 2016, adjusted for the pro forma financial effects of the Steeledale Transaction, cumulatively
the Steeledale and ACP Transactions and cumulatively the Steeledale, ACP and Grinaker-LTA Transactions. The details
of the Steeledale and ACP Transactions are included in the relevant circulars to shareholders dated Wednesday, 12
October 2016 while the details of the Grinaker-LTA Transaction is included in the Circular dated Monday, 27 February
2017. The pro forma financial effects are provided for illustrative purposes only.
The Directors are responsible for the preparation of the pro forma financial information. The pro forma statement of
financial position of the Aveng Group at 31 December 2016 has been prepared on the assumption that each of the
Steeledale Transaction, ACP Transaction and Grinaker-LTA Transaction, was effected on 31 December 2016. The pro
forma statement of comprehensive earnings has been prepared on the assumption that each of the Steeledale
Transaction, ACP Transaction and Grinaker-LTA Transaction was effected on 1 July 2016.
Because of its nature, the pro forma financial information may not fairly present the Aveng Group’s statement of financial
position and results of operations after each of the Steeledale Transaction, ACP Transaction and Grinaker-LTA
1
Transaction. The pro forma financial information has been prepared in accordance with the Group’s accounting policies
and the revised SAICA Guide on Pro forma Financial Information.
The pro forma financial information, as set out below, should be read in conjunction with the circulars to Aveng
Shareholders relating to the Steeledale, ACP and Grinaker-LTA Transactions. A copy of the reporting accountant’s report
on these pro forma financial effects can be obtained from the company’s registered office.
2
Pro forma statement of comprehensive earnings of the Aveng Group for the six months ended 31 December 2016
31 Steeledale Transaction ACP Transaction Grinaker-LTA Transaction Total
December
2016
Transaction Steeledale After Transaction After IFRS 2 Managem Dilution Transacti
Costs operations Costs Charge ent fee & on Costs
Kutana
Executive
Remuner
ation
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Revenue 14,296 (502) 13,794 13,794 13,794
Cost of sales (13,336) 510 (12,826) (12,826) (12,826)
Gross earnings 960 - 8 968 - 968 968
Other earnings 77 (27) 50 50 50
Operating expenses (1,039) (7) 29 (1,017) (2) (1,019) (9) (4) (3) (1,035)
Loss from equity-accounted 3 - 3 3 3
investments
Operating earnings / (loss) 1 (7) 10 4 (2) 2 (9) (4) (3) (14)
South Africa government (165) - (165) (165) - - - - (165)
settlement
Net operating earnings / (loss) (164) (7) 10 (161) (2) (163) (9) (4) - (3) (179)
3
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Impairment of property, plant and (5) - (5) (5) (5)
equipment and intangible assets
Profit on sale of property, plant and 3 3 3 3
equipment
Earnings / (loss) before financing (166) (7) 10 (163) (2) (165) (9) (4) - (3) (181)
transactions
Finance earnings 98 (1) 97 97 97
Interest on convertible bonds (117) (117) (117) (117)
Other finance expenses (207) - (207) (207) (207)
Earnings / (loss) before taxation (392) (7) 9 (390) (2) (392) (9) (4) - (3) (408)
Taxation (37) - (37) (37) 1 (36)
Loss for the period (429) (7) 9 (427) (2) (429) (9) (3) - (3) (444)
Other comprehensive earnings
Other comprehensive earnings to -
be reclassified to earnings or loss
in subsequent periods (net of
taxation):
Exchange differences on (709) - (709) - (709) (709)
translating foreign operations
Other comprehensive earnings / (709) - - (709) - (709) - - - - (709)
(loss) for the period, net of taxation
4
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Total comprehensive earnings / (1,138) (7) 9 (1,136) (2) (1,138) (9) (3) - (3) (1,153)
(loss) for the period
Total comprehensive earnings / -
(loss) for the period attributable to:
Equity-holders of the parent (1,102) (7) 9 (1,100) (2) (1,102) (9) (3) - (3) (1,117)
Non-controlling interest (36) - (36) - (36) (36)
(1,138) (7) 9 (1,136) (2) (1,138) (9) (3) - (3) (1,153)
(Loss) / earnings for the period -
attributable to:
Equity-holders of the parent (392) (7) 9 (390) (2) (392) (9) (3) - (3) (407)
Non-controlling interest (37) - - (37) - (37) (37)
(429) (7) 9 (427) (2) (429) (9) (3) - (3) (444)
Other comprehensive earnings for -
the period, net of taxation:
Equity-holders of the parent (710) - - (710) - (710) - - - - (710)
Non-controlling interest 1 - - 1 - 1 - - - - 1
(709) - - (709) - (709) - - - - (709)
Results per share (cents)
Headline earnings (391) (7) 9 (389) (2) (391) (9) (3) - (3) (406)
Loss - basic (98.8) (98.4) (98.9) (102.6)
5
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Loss - diluted (97.5) (97.1) (97.6) (1.7) (102.8)
Headline loss - basic (98.5) (98.1) (98.6) (102.3)
Headline loss - diluted (97.2) (96.8) (97.3) (1.7) (102.6)
Net asset value 12,436 12,429 13,549 12,410
Tangible net asset value 9,904 11,024 11,024 9,878
NAV per share 31.3 31.3 34.1 31.3
TNAV per share 25.0 27.8 27.8 24.9
Number of shares (millions)
In issue 416.7 416.7 416.7 416.7 416.7
Weighted Average 396.8 396.8 396.8 396.8 396.8
Diluted weighted average 402.1 402.1 402.1 402.1 402.1
6
Notes to the pro forma statement of comprehensive earnings of the Aveng Group for the six months ended 31
December 2016:
1. The “31 December 2016” column presents the financial information relating to the Aveng Group, which has been
extracted from the published results of the Aveng Group for the six months ended 31 December 2016;
Steeledale Transaction
2. Column 1 and 2 present the following adjustments relating to the Steeledale Transaction that was approved by
shareholders at a general meeting on Monday, 14 November 2016 and is effective 1 January 2017. For the purposes
of this pro forma statement of comprehensive earnings it has been assumed that the selling price of the Business
adjusts with its net asset value as at 31 December 2016.
a) Column 1: the estimated costs associated with this transaction of R7 million which will be expensed and is not
expected to continue;
b) Column 2: the deaggregation of Steeledale's trading results for the six months ending 31 December 2016. No tax
adjustment is assumed as Aveng Africa is in a tax loss position on which further deferred tax assets are limited.
This adjustment is expected to be ongoing.
3. Column 3 presents the pro forma financial effects of Aveng subsequent to the Steeledale Transaction.
ACP Transaction
4. Of the original sale of the ACP Investment Portfolio, comprising the Blue Falcon Equity Interest, the Imvelo Equity
Interest, the Windfall Equity Interest and the N3TC Sale Shares, only the N3TC Share disposal was effective before
31 December 2016.
5. Column 4 presents the following adjustment relating to the ACP transaction that was approved by shareholders at a
general meeting on Monday, 14 November 2016 and was partially effective at 31 December 2016:
a) Column 4: the estimated costs associated with this transaction is R4 million of which R2 million had been
expensed as at 31 December 2016 and R2 million will still be expensed. This adjustment will not have an
ongoing effect on Aveng’s statement of comprehensive earnings.
6. Column 5 presents the pro forma financial effects of Aveng subsequent to both the Steeledale and the ACP
Transactions, the details of which are included in the relevant circulars to Aveng Shareholders both dated Wednesday,
12 October 2016.
Grinaker-LTA Transaction
7. Column 6 presents the following pro forma adjustment:
a) In terms of paragraph 3.5 of the Grinaker-LTA Circular, this Grinaker-LTA Transaction will be recognised as
the issue of a synthetic instrument with a right in favour of Kutana Construction’s shareholders to acquire a
45% economic interest in the Business, once the Deferred Payment is settled. This synthetic instrument is
accounted for as an equity-settled share-based payment in terms of IFRS 2: Share Based Payments, the
value of which was calculated using an option pricing model. The key assumptions applied in the model are
as follows:
• The 31 December 2016 equity value of the 45% economic interest in Grinaker Holdco was
determined on a discounted cash flow basis, using a weighted average cost of capital of 28.84%
and a volatility of 41%;
• An implied strike price was calculated in terms of the formula, detailed in the Sale of Shares
Agreement and adjusted for the 45% economic interest;
• The present value of the above benefit was then reduced with the Net Upfront Payment to arrive at
the IFRS 2 expense. The actual IFRS 2 charge will be determined at the Effective Date of the
transaction. The current estimate of the present value of the benefit amounts to R29 million which
equates to a R9 million expense after deducting the R20 million Net Upfront Payment. No tax
adjustment is assumed as Aveng Africa is in a tax loss position on which further deferred tax assets
are limited. This adjustment will not have an on-going effect on Aveng’s statement of
comprehensive earnings.
8. Column 7 presents the following pro forma adjustments:
a) Payment by Grinaker Holdco of a management fee for strategic management services which will be
determined on an annual basis, as stipulated in Clause 14 of the Shareholders Agreement, amounting to R6
million (R3 million for six months) and which will be allocated in the following proportions:
I. 55% to Aveng Africa (R3.3 million per annum and R1.65 million for the six months)
II. 45% to Kutana Construction (R2.7 million per annum and R1.35 for the six months)
A tax credit is assumed in EPC as the amount would be recovered. This adjustment will have an
on-going effect on Aveng’s statement of comprehensive earnings. As Aveng will consolidate
Grinaker Holdco, the pro forma adjustment includes only the portion payable to Kutana
Construction.
b) As stated in the Shareholder Agreement, EPC will establish an ongoing profit share plan for the benefit of its
employees which will take the form of a discretionary short-term incentive pool to which EPC will contribute
a percentage of EBITDA or a fixed rand amount which would be used to attract and retain black executives
in EPC. There is no pro forma adjustment in this regard due to the terms of this scheme not yet having been
finalised and any potential incentive would be based on annual results.
c) As stated in the Shareholder Agreement, Kutana Construction will appoint certain executives who will be
remunerated by EPC. The pro forma amount of R4 million (R2 million for the six months) represents the
directors’ best estimate. A tax credit is assumed in EPC as the amount would be recovered. This adjustment
is expected to have an ongoing effect on Aveng’s statement of comprehensive earnings.
9. Column 8 presents the following pro forma adjustment:
a) As stated in the Shareholder Agreement, Kutana Construction is entitled to their share of any dividends that
are declared by EPC. This has a dilution impact on earnings and headline earnings per share relating to
Kutana’s 45% of EPC’s earnings. This adjustment is expected to be ongoing. (There was no pro forma
adjustment in this regard in the Grinaker-LTA Circular due to the losses incurred by the business to 30 June
2016.)
10. Column 9 presents the following pro forma adjustment:
a) In terms of IAS 32 Financial Instruments: Presentation, transaction costs of an equity transaction are
accounted for as a deduction from equity to the extent they are incremental costs directly attributable to the
equity transaction that otherwise would have been avoided. Of the total transaction costs it is estimated that
R3 million is not directly attributable to the equity transaction and is therefore not reflected as a deduction
from equity. The transaction costs will be recognised on effective date. No tax adjustment is assumed as
Aveng Africa is in a tax loss position on which further deferred tax assets are limited. The adjustment is not
expected to have an ongoing effect on Aveng’s statement of comprehensive earnings.
11. The pro forma financial information as included in the Grinaker-LTA Circular dated Monday, 27 February 2017
included a pro forma adjustment relating to the derecognition of a portion of the deferred tax asset. The deferred tax
asset assessment was updated for the half-year ending 31 December 2016 with the result that this pro forma
adjustment is no longer required.
12. Column 10 presents the pro forma statement of comprehensive earnings subsequent to the Steeledale Transaction,
ACP Transaction and Grinaker-LTA Transaction on a collective basis.
Pro forma statement of financial position of the Aveng Group as at 31 December 2016
31 Steeledale Transaction ACP Transaction Grinaker-LTA Transaction Total
December
2016
Intercompan Disposal & After Disposals Transaction After IFRS 2 Manageme Transaction
y transactio Costs Charge & nt fee & Costs
n fees disposal Kutana
ExecutiveR
emuneratio
n
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
ASSETS
Non-current assets
Goodwill arising on 342 342 342 342
consolidation
Intangible assets 320 320 320 320
Property, plant and 4,513 4,513 4,513 4,513
equipment
Equity-accounted 118 37 155 155 155
investments
Infrastructure 200 200 200 200
investments
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Deferred taxation 1,870 1,870 1,870 1,870
Derivative instruments - - - -
Long term receivable - 62 62 62 62
Amounts due from 1,305 1,305 1,305 1,305
contract customers
8,668 - 99 8,767 - - 8,767 - - - 8,767
Current assets
Inventories 2,159 2,159 2,159 2,159
Derivative instruments 5 5 5 5
Amounts due from 7,178 7,178 7,178 7,178
contract customers
Trade and other 1,721 (6) 1,715 1,715 (17) 1,698
receivables
Cash and bank balances 2,017 93 2,110 639 (2) 2,747 20 (4) (17) 2,746
13,080 - 87 13,167 639 (2) 13,804 20 (4) (34) 13,786
Non-current assets held- 1,101 6 (323) 784 (665) 119 119
for-sale
TOTAL ASSETS 22,849 6 (137) 22,718 (26) (2) 22,690 20 (4) (34) 22,672
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
EQUITY AND -
LIABLITIES
Equity -
Share capital and share 2,009 2,009 2,009 2,009
premium
Other reserves 1,118 1,118 1,118 29 (31) 1,116
Retained earnings 9,297 (7) 9,290 (2) 9,288 (9) (3) (3) 9,273
Equity attributable to 12,424 - (7) 12,417 - (2) 12,415 20 (3) (34) 12,398
equity-holders of parent
Non-controlling interest 12 12 12 12
Total Equity 12,436 - (7) 12,429 - (2) 12,427 20 (3) (34) 12,410
Liabilities
Non-current liabilities
Deferred taxation 242 242 242 242
Borrowings and other 1,851 1,851 1,851 1,851
liabilities
Employee-related 329 329 329 329
payables
Trade and other 126 - 126 126 126
payables
2,548 - - 2,548 - - 2,548 - - - 2,548
Column 1 Column 2 Column 3 Column 4 Column 5 Column 6 Column 7 Column 8 Column 9 Column 10
ZARm Reviewed Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma Pro forma
Current liabilities
Amounts due to contract 1,338 1,338 1,338 1,338
customers
Borrowings and other 1,103 1,103 1,103 1,103
liabilities
Employee-related 299 299 299 299
payables
Derivative instruments 26 26 26 26
Trade and other 4,854 5 4,859 (26) 4,833 4,833
payables
Taxation payable 116 116 116 (1) 115
7,736 5 - 7,741 (26) - 7,715 - (1) - 7,714
Non-current liabilities 129 1 (130) - - -
held-for-sale
TOTAL LIABLITIES 10,413 6 (130) 10,289 (26) - 10,263 - (1) - 10,262
TOTAL EQUITY AND 22,849 6 (137) 22,718 (26) (2) 22,690 20 (4) (34) 22,672
LIABILITIES
Notes to the pro forma statement of financial position of the Aveng Group as at 31 December 2016:
1. The “31 December 2016” column presents the financial information relating to the Aveng Group, which has been
extracted from the published results of the Aveng Group for the six months ended 31 December 2016;
Steeledale Transaction
2. Column 1 and 2 present the following adjustments relating to the Steeledale transaction that was approved by
shareholders at a general meeting on Monday, 14 November 2016 and is effective 1 January 2017.
a) The intercompany balances that are eliminated on consolidation are re-instated as these amounts are due and
payable post the transaction.
b) For the purposes of this pro forma statement of financial position a purchase consideration of R193 million has
been calculated as at 31 December 2016 using the Sale Price formula in the sales agreement. Per the terms of
the sales agreement the pro forma reflects are 1) the receipt of the cash proceeds amounting to R94 million, 2)
recording the 30% remaining interest of R37 million, 3) recording the deferred purchase price of R62 million and
4) the reversal of the non-current assets held-for-sale. The R37 million investment in associate represents the
fair value of the Steeledale Proprietary Limited in which Aveng will hold a 30% interest. This fair value is
calculated based on Aveng’s interest in this new entity including the discounting effect on the payment of the
purchase consideration.
c) Of the estimated total transaction costs of R7 million, R6 million was pre-paid at 31 December 2016 with the
remaining R1 million still to be paid.
3. Column 3 presents the pro forma financial effects of Aveng subsequent to the Steeledale Transaction;
ACP Transaction
4. Of the original sale of the ACP Investment Portfolio, comprising the Blue Falcon Equity Interest, the Imvelo Equity
Interest, the Windfall Equity Interest and the N3TC Sale Shares, only the N3TC Share disposal was effective before
31 December 2016.
5. Column 4 and 5 present the following adjustments relating to the ACP transaction that was approved by shareholders
at a general meeting on Monday, 14 November 2016 and was partially effective at 31 December 2016:
a) Column 4: The receipt of cash proceeds amounting to R639 million relating to 1) the Blue Falcon Equity Interest
(R295 million), 2) the Imvelo Equity Interest (R39 million) and 3) the Windfall Equity Interest (R331 million)
disposals as obtained from the Share Sale agreement and the reversal of the non-current assets held-for-sale of
R665 million. R26 million had been received as a result of Aveng’s equity interest in these entities prior to 31
December 2016 which will be payable to RBH on the effective date. The Aveng Africa Loans are included in the
non-current assets held-for-sale amounting to R665 million at a value of ZAR1.
b) Column 5: the estimated costs associated with this transaction is R4 million of which R2 million had been paid as
at 31 December 2016 and R2 million will still be paid.
6. Column 6 presents the pro forma financial effects of Aveng subsequent to both the Steeledale and ACP Transactions,
the details of which are included in the relevant circulars to Aveng Shareholders both dated Wednesday, 12 October
2016;
Grinaker-LTA Transaction
7. Column 7 presents the following pro forma adjustment:
a) In terms of paragraph 3.5 of the Grinker-LTA Circular, the Grinaker-LTA Transaction will be recognised as
the issue of a synthetic instrument with a right in favour of Kutana Construction’s shareholders to acquire a
45% economic interest in the Business, once the Deferred Payment is settled. This synthetic instrument is
accounted for as an equity-settled share-based payment in terms of IFRS 2: Share Based Payments, the
value of which was calculated using an option pricing model. The key assumptions applied in the model are
as follows:
• The 31 December 2016 equity value of the 45% economic interest in Grinaker Holdco was
determined on a discounted cash flow basis, using an appropriate weighted average cost of capital
of 28.84% and a volatility of 41%;
• An implied strike price was calculated in terms of the formula, detailed in the Sale of Shares
Agreement and adjusted for the 45% economic interest;
b) A Net Upfront Payment of R20 million will be received from Kutana Construction in terms of the Sale of
Shares Agreement.
c) The present value of the above benefit was then reduced with this Net Upfront Payment to arrive at the IFRS
2 expense. The actual IFRS 2 charge will be determined at the Effective Date of the Grinaker-LTA
Transaction. The current estimate of the present value of the benefit amounts to R29 million which, as an
equity settled share based payment in terms of IFRS 2 Share Based Payment, will be credited to an equity
reserve. The R9 million expense is arrived at after deducting the R20 million Net Upfront Payment. No tax
adjustment is assumed as Aveng Africa is in a tax loss position on which further deferred tax assets are
limited.
d) The non-controlling interest of the 45% economic interest in Grinaker HoldCo will only be accounted for
once the sale is recognised (Upon recognition of the Deferred Payment).
8. Column 8 presents the following pro forma adjustment:
a) Payment by Grinaker Holdco of a management fee for strategic management services which will be
determined on an annual basis, as stipulated in Clause 14 of the Shareholders Agreement, amounting to R6
million (R3 million for six months) and which will be allocated in the following proportions:
III. 55% to Aveng Africa (R3.3 million per annum and R1.65 million for the six months)
I. 45% to Kutana Construction (R2.7 million per annum and R1.35 for the six months)
As Aveng will consolidate Grinaker Holdco, the pro forma adjustment includes only the portion
payable to Kutana Construction. A tax credit is assumed in EPC as the amount would be recovered.
b) As stated in the Shareholder Agreement, Kutana Construction will appoint certain executives who will be
remunerated by EPC. The pro forma amount of R4 million (R2 million for the six months) represents the
directors’ best estimate. A tax credit is assumed in EPC as the amount would be recovered.
9. Column 9 presents the following pro forma adjustment:
a) In terms of IAS 32 Financial Instruments: Presentation, transaction costs of an equity transaction are
accounted for as a deduction from equity to the extent they are incremental costs directly attributable to the
equity transaction that otherwise would have been avoided. The estimated total transaction costs are R34
million as detailed in paragraph 16 of the Grinaker-LTA Circular. Of this amount, it is estimated that R31
million are costs directly attributable to the equity transaction, which are therefore recognised against an
equity reserve. It is estimated that R3 million are not costs directly attributable to the equity transaction
which are therefore expensed. No tax adjustment is assumed as Aveng Africa is in a tax loss position on
which further deferred tax assets are limited. Of the estimated total transaction costs of R34 million, R17
million were pre-paid at 31 December 2016.
10. The pro forma financial information as included in the Grinaker-LTA Transaction Circular dated Monday, 27 February
2017 included a pro forma adjustment relating to the derecognition of a portion of the deferred tax asset. The
deferred tax asset assessment was updated for the half-year ending 31 December 2016 with the result that this pro
forma adjustment is no longer required.
11. Column 10 presents the pro forma statement of financial position subsequent to the Steeledale Transaction, ACP
Transaction and Grinaker-LTA Transaction on a collective basis.
Advisors’ Consents
The auditor and independent reporting accountant has consented in writing to act in the capacity as stated. The auditor and
independent reporting accountant, has consented to the reference to their report in the form and context in which they appear,
and have not withdrawn their consents prior to the publication of the SENS announcement.
Renewal of Cautionary Announcement
As previously stated, Aveng is still in discussions in relation to the sale of the Aveng Trident Steel business unit and
shareholders are advised to continue to exercise caution when dealing in Aveng Limited securities until a further
announcement is published.
Forward-looking statements
This announcement includes forward-looking statements that reflect the current views and expectations of the Board with
respect to future events and financial and operational performance. All statements, other than statements of historical fact are,
or may be deemed to be, forward-looking statements, including, without limitation, those concerning the Group’s strategy; the
economic outlook for the industry; and the Group’s liquidity and capital resources and expenditure.
These forward-looking statements speak only as of the date of this announcement and are not based on historical facts, but
rather reflect the Group’s current expectations concerning future results and events. The Group undertakes no obligation to
update publicly or release any revisions to these forward looking statements to reflect events or circumstances after the date
of this announcement.
JSE Sponsor
UBS South Africa Proprietary Limited
Transaction Sponsor to Aveng
KPMG Services (Pty) Ltd
By Order of the Board
17 March 2017
Jet Park
Michael Canterbury
Group Executive: Strategy & Investor Relations
Tel: 011 779 2979
Email: michael.canterbury@avenggroup.com
Date: 17/03/2017 04:22:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS. |