|
|
Alvivs - BBBEE transaction and compliance report
On 2 August 2016 Alviva announced the conclusion of its B-BBEE transaction through its subsidiary DCT Holdings (Pty) Ltd (“DCT Holdings”). A broad-based trust, the Ledibogo Trust (“the Ledibogo Trust”) (Previously the Pinnacle Foundation Trust ), through its wholly-owned subsidiary, Ledibogo (RF) (Pty) Ltd. (“Ledibogo RF”) (Previously Pinnacle Foundation (RF) (Pty) Ltd.), acts as the B-BBEE partner to the B-BBEE Transaction and subscribed for 29,93% of the ordinary issued shares in DCT Holdings.
Due to changes in the recently gazetted ICT Sector code, whereby foreign mandated investments are no longer excluded from shareholding calculations for B-BBEE purposes, the effective black ownership in DCT Holdings, as a result of the flow through from Alviva, reduced below 51%. Management consider it essential for transformation and business growth that the black ownership of DCT Holdings be maintained at above 51%.
Following an independent valuation of the ordinary shares of DCT Holdings, the Ledibogo Trust through Ledibogo RF, have subscribed for a further 106 shares in DCT Holdings representing an additional effective 9.15 % shareholding. The subscription of shares is funded by an interest free loan from DCT Holdings for R90 328 037, to be repaid out of future distributions received from DCT Holdings. The subscription of shares is below the categorisation thresholds of the JSE Listings Requirements.
Annual Compliance Report
In accordance with paragraph 16.20 (g) and Appendix 1 to Section 11 of the JSE Listings Requirements, notice is hereby given that the company’s annual compliance report in terms of section 13G(2) of the Act has been issued and its B-BBEE certificate is available on the company’s website at www.alvivaholdings.com
|
|
Click here for original article
|
| |
Alviva - no change statement and AGM notice
Shareholders are advised that the Integrated Annual Report (“IAR”), which includes the Director’s Report, the Audit Committee Report, the consolidated and separate audited Annual Financial Statements for the year ended 30 June 2017 (“AFS”), and the notice of AGM, is being distributed to shareholders today, Friday, 29 September 2017.
There has been no change from the preliminary reviewed condensed consolidated financial results for the year ended 30 June 2017, that were released on SENS on 6 September 2017. Shareholders are further advised that the IAR, incorporating the reports as described above, together with the Corporate Governance Report, Sustainability Report and the notice of the AGM, are available on the Alviva website (https://alvivaholdings.com/report-categories/june-2017/).
Notice of Annual General Meeting
Notice is hereby given that the AGM of the company will be held on Thursday, 23 November 2017 at 14:30 (South African time), at the registered offices of Alviva at “The Summit”, 269 16th Road, Randjespark, Midrand to transact business as stated in the notice of AGM, which forms part of the 2017 IAR.
The salient dates and times for the AGM are set out below:
- Record date to receive notice of the AGM - Friday, 22 September 2017
- Notice of AGM to be posted to shareholders and announced on SENS - Friday, 29 September 2017
- Last day to trade to be recorded in the register on the record date for participation in the AGM - Tuesday, 14 November 2017
- Record date to participate in and vote at the AGM - Friday, 17 November 2017
- Last day for lodging forms of proxy at 14:30 on Thursday, 23 November 2017
- AGM at 14:30 on Thursday, 23 November 2017
- Results of AGM released on SENS on Friday, 24 November 2017
|
|
Click here for original article
|
| |
Alviva - general repurchase of shares announcement
The board of directors of Alviva (“the Board”) hereby advises shareholders that Alviva has cumulatively repurchased 5 865 696 ordinary shares in aggregate, representing 3.5% of the Company’s issued share capital (excluding treasury shares), in terms of the general authority granted by shareholders at the annual general meeting (“AGM”) held on 25 November 2016 (“Repurchase”).
Details of the Repurchases are as follows:
- Dates of Repurchases: 6 April 2017 to 12 July 2017
- Number of shares repurchased: 5 865 696
- Lowest repurchase price per share (cents): 1 900.00
- Highest repurchase price per share (cents): 2 090.00
- Total value of shares repurchased: R118 324 556
3 840 000 shares were delisted and cancelled on 24 May 2017 and 2 025 696 are in the process of being cancelled and delisted.
The repurchases were effected through the order book operated by the JSE Ltd. and done without any prior understanding or arrangement between the Company and the counter parties.
Alviva holds 9 720 000 shares as treasury shares, representing 5.81% of the Company’s issued share capital. The repurchase had no effect on the number of treasury shares.
Following the repurchase, the extent of the general authority to repurchase shares outstanding is 27 480 818 ordinary shares, representing 16.48% of the total issued share capital of Alviva, at the time the authority was granted.
Opinion of the board
The Board has considered the effect of the Repurchase and is of the opinion that, for a period of 12 months following the date of this announcement:
- the Company and the group will be able in the ordinary course of business to pay its debts;
- the assets of the Company and the group will be in excess of the liabilities of the company and the group. For this purpose, the assets and liabilities were recognised and measured in accordance with the accounting policies used in the latest audited annual group financial statements;
- the share capital and reserves of the Company and the group will be adequate for ordinary business purposes;
- the working capital of the Company and the group will be adequate for ordinary business purposes; and
- the Company and the group have passed the solvency and liquidity test and since the test was performed, there have been no material changes to the financial position of the group.
Source of funds
The repurchases were funded from the Company’s available cash resources.
Financial information
Cash balances decreased by R118 324 556 as a result of the General Repurchase. The impact on other areas of the Company’s financial information is immaterial.
The Repurchase was put in place pursuant to a repurchase programme prior to the commencement of the prohibited period in accordance with the Listings Requirements.
|
|
Click here for original article
|
| |
Alviva - acquisitions of Sintrex
On 6 September 2017, Alviva, through its subsidiary company DCT Holdings (Pty) Ltd. (“DCT”), entered into an agreement to acquire 51% of the shareholding in Sintrex, and has an option to acquire a further 24% within a two year period following the effective date of the transaction. Sintrex is an infrastructure management company based in South Africa providing end-to-end IT solutions and services. Sintrex develops IT products, services and solutions that, along with global partnerships, provide clients with the visibility and performance insight into IT infrastructure management, network management and monitoring solutions. The independence of Sintrex across service providers, as well as the relationship between service providers and clients, is critical to the Sintrex business model and plays a key role to ensure objective SLA and service delivery monitoring. Channel integrity remains a key element within the IT supply chain and, to this end, Sintrex will operate as a stand-alone entity within DCT.
The Sintrex acquisition will not only add a specialised products and services offering but also a higher margin business to the Group. The transaction is inter alia conditional on clearance from the relevant competition authorities.
In addition, Alviva has acquired, for a nominal amount, 75% of Gridcars through its subsidiary Solareff (Pty) Ltd. Gridcars is a Pretoria based developer of electric vehicle charge point software management systems and supplier of charge points. Gridcars is playing a leading role in building the electric vehicle industry through engagement with vehicle manufacturers and various other stakeholders and to that end, Gridcars is a founding member of the Electric Vehicle Industry Association. Alviva believes that growing a network of charge points in South Africa will be the enabler of a carbon free transport system. The real-time interactive eMobility software system allows users to find available charge points and to manage the rates and billing for energy consumed. The acquisition of Gridcars forms a key element of our renewable energy business strategy. This transaction is now unconditional.
Both of these acquisitions fall below the threshold of the categorisation of transactions which require disclosure in terms of the JSE Ltd.'s Listings Requirements. Nevertheless, the board of Alviva deemed it appropriate to inform shareholders of the acquisitions. The counter parties in both of these transactions are not related parties.
|
|
Click here for original article
|
| |
Alviva - censure imposed by JSE on director
The JSE Ltd. (“JSE”) wished to inform stakeholders of the following findings by the JSE in respect of Mr Sibiya. The JSE has found Mr Sibiya, in his capacity as a director of Alviva, to be in breach of paragraphs 3.65, 3.66 and 3.69 of the JSE Listings Requirements which states:
3.65 Any director who deals in securities relating to the issuer is required to disclose the information required by paragraph 3.63 to the issuer without delay and, in any event, by no later than three business days after dealing. The issuer must in turn announce such information without delay and, in any event, by no later than 24 hours after receipt of such information from the director concerned.
3.66 A director (excluding any of his/her associates) may not deal in any securities relating to the issuer without first advising the chairman (or one or more other appropriate directors designated for this purpose) in advance and receiving clearance from the chairman or other designated directors.
3.69 A director may not deal in any securities relating to the issuer:
(a) during a closed period as defined; and
(b) at any time when he is in possession of unpublished price sensitive information in relation to those securities or otherwise where clearance to deal is not given in terms of paragraph 3.66.
On 17 and 18 January 2017 and as announced on SENS on 14 June 2017, Mr Sibiya sold a total of 38925 Alviva securities without the required clearance and in a closed period, which commenced on 01 January 2017 due to the pending publication of Alviva’s interim financial results ended 31 December 2016, and further failed to disclose the trades timeously. The JSE has decided to impose this public censure against Mr Sibiya in relation to the above mentioned breaches of the Listings Requirements.
|
|
Click here for original article
|
| |
| |
|
| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
| |
|
|
