Page 47 - Niveus - Integrated report 2013

ANNUAL FINANCIAL STATEMENTS
DIRECTORS’ REPORT
Nature of the business
Niveus is an investment holding company incorporated in South Africa and listed on the JSE on 10 September 2012. The group’s
interests consist mainly of investments in the gaming and alcoholic beverage sectors.
Corporate activities
During the year under review, Niveus acquired a 100% interest in Galaxy Bingo International South Africa Proprietary Limited
(“
Galaxy Bingo”) and a 90% interest in Formex Industries Proprietary Limited (“Formex”) with effect from 1 July 2012. As the
acquisitions were made from Niveus’s holding company Hosken Consolidated Investments (“HCI”), acquisitions were accounted
for as common control acquisitions due to HCI retaining control of Niveus. The transactions included the acquisitions of
shareholder loans for which Niveus shares were issued to its then wholly owned shareholder, HCI.
In September 2012, HCI repurchased some of its own shares and issued Niveus shares as consideration. This resulted in the
interest in Niveus diluting from 100% to 55%. Subsequent to the repurchase and distribution, the Niveus shares were listed
on the JSE.
The investment in Formex was sold back to HCI in January 2013, following a decision by HCI to consolidate its manufacturing
entities to leverage its existing manufacturing skill set.
Furthermore, the interest in KWV Holdings Limited (“KWV”) was increased from 35,5% to 39,9% in July 2012, subsequent
to the purchase of additional KWV shares. In December 2012, Niveus obtained a controlling stake in KWV, the purchase price
of which was partially settled by the issue of Niveus shares.
Further detail on the transactions and the subsidiary companies is disclosed in the annual financial statements available on the
Niveus website.
Share capital
Other than the Niveus shares which were issued in terms of the HCI restructuring and the acquisition of KWV, no Niveus shares
were issued, or agreed to be issued, within the three years preceding the date of the listing, by Niveus or any of its subsidiaries
to any person, other than for cash.
Subsequent to year-end, a dividend was approved by shareholders with a capitalisation alternative of one share for every
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held. On 12 August 2013, a further 1,5 million shares were issued in this regard.
Niveus Investments Limited integrated Report 2013
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