ELITE DIAGNOSTIC LIMITED ADDENDUM TO PROSPECTUS DATED DECEMBER 11, 2017

Transcription

1 ELITE DIAGNOSTIC LIMITED ADDENDUM TO PROSPECTUS DATED DECEMBER 11, 2017 This addendum ( the Addendum ) is issued further to the prospectus of the Company dated December 11, 2017 ( the Prospectus ). The Addendum contains unaudited financial information for the 3 months ended September 30, 2017 and the comparable period ended September 30, 2016 and is intended to clarify and supplement the unaudited financial information set out in Section 10 of the Prospectus, as follows: 1. Statement of Profit & Loss: The Statement of Profit & Loss for the Period ended September 30, 2017 set out below indicates the depreciation of the Company s fixed assets which was not reflected in the Statement of Profit & Loss set out in section 10.9 of the Prospectus. All such amendments to the Statement of Profit & Loss are highlighted for ease of reference. 2. Section 10.10: Section of the Management Discussion & Analysis has been updated to reflect the above mentioned changes with respect to the Statement of Profit & Loss for the Period ended September 30, Statement of Financial Position: The Statement of Financial Position for the Period ended September 30, 2017 set out below reflects the depreciation of the Company s fixed assets which was not reflected in the Statement of Financial Position set out in section of the Prospectus. All such amendments to the Statement of Financial Position are highlighted for ease of reference. 4. Section 10.14: Section of the Management Discussion & Analysis has been updated to reflect the above mentioned changes with respect to the Statement of Financial Position for the Period ended September 30, Statement of Cash Flow: The Statement of Cash Flow for the Period ended September 30, 2017 set out below indicates the depreciation of the Company s fixed assets which was not reflected in the Statement of Cash Flow set out in section of the Prospectus. All such amendments to the Statement of Financial Position are highlighted for ease of reference. 6. Application Form: NCBCM s RTGS details set out in the Application Form in the Appendix to the Prospectus has been updated and the date of the Prospectus inserted therein. Persons applying for Shares should use the Application Form set out below. All changes in the Application Form are highlighted for ease of reference. 7. In light of the above changes to the Prospectus, the Application List will now open on January 24, January 17,

2 Section 10.9 Statement of Profit and Loss Elite Diagnostic Limited Statement of Profit and Loss Period ended September 30, 2017 September 30, 2017 () September 30, 2016 () Revenues 69,814, ,881, Total Costs of Goods Sold (21,732,129.85) (20,451,471.49) Gross Profit 48,082, ,430, Total Expenses (Excluding depreciation) (23,974,123.70) (22,067,002.22) Depreciation (8,755,822.00) (6,912,977.00) Net Other Income/Expense *(1,044,517.51) - Net Profits 14,308, ,450, *The Net Other Income/Expense of 1,044, for the first quarter ended September 30, 2017 is not a reoccurring expense but a one-off shipping expense. Section Management Discussion & Analysis For the first quarter ended September 30, 2017, the Company s unaudited trading results showed net profits of 14,308, on revenues of 69,814, Annualised over the 2017/2018 financial year, this would translate to net profits of 60,366, (after adjusting for one-off shipping expenses in the first quarter of $1,044,517.51); representing a 36% increase over the previous financial year. Although the Directors expect the Company s financial performance to continue to improve, no guarantee or assurance is given in that regard and such performance may be affected by numerous risks including those identified under section 7 (Risk Factors). The Company s profit and loss for the period ended September 30, 2017, as well as for the comparative period ended September 30, 2016, is set out below. 2

3 Section Statement of Financial Position Elite Diagnostic Limited Statement of Financial Position Period ended September 30, 2017 September 2017 September 2016 Non-Current Assets Solar System 7,504, ,473, Fixed assets 230,007, ,803, ,511, ,276, Current Assets Cash and bank balances 109,697, ,636, Receivables 4,826, ,060, Other Current Assets 5,454, ,670, ,979, ,368, Total Assets 357,490, ,644, Shareholders Equity Share Capital 217,848, ,848, Retained Earnings 5,679, (38,525,486.00) Net Income 14,308, ,450, ,836, ,772, Current Liabilities Accounts Payable 2,459, ,172, Borrowings 270, , Other Current Liabilities 2,564, ,187, ,293, ,834, Long term Liabilities Loans 114,360, ,036, ,360, ,036, Total Liabilities 119,654, ,871, Total Equity and Liabilities 357,490, ,644, Section Management Discussion & Analysis The Company s Total Assets increased by 33% when compared to the first quarter of This increase was due to the acquisition of diagnostic equipment and leasehold improvements made to the Company s new offices on Old Hope Road. The acquisitions and improvements were made using part of the proceeds of a $90 million loan from National Commercial Bank Jamaica Limited. 3

4 Section Statement of Cash Flow Elite Diagnostic Limited Statement of Cash Flow Period ended September 30, 2017 September 2017 September 2016 Cash flows from operating activities Net Income 14,308, ,450, Non-cash item - depreciation 8,755, ,912, ,064, ,363, Adjustments for: Accounts Receivable USD -352, , Accounts Receivable -574, , Other Receivables -1,296, , Accounts Payable 268, ,690, Credit Cards -1,518, , Staff Loan -85, , Short Term Loan -55, , Net cash provided by operations 19,449, ,078, Cash flows from investing activities Property, plant and equipment -73,775, ,801, Cash flows from financing activities Long-term loans 87,720, ,690, Net increase in cash and cash equivalents 33,394, ,586, Cash and cash equivalents at beginning of period 76,303, ,049, Cash at end of period 109,697, ,636,

5 APPENDIX ELITE DIAGNOSTIC LIMITED INITIAL PUBLIC OFFER - APPLICATION FORM PLEASE READ CAREFULLY BEFORE COMPLETING THIS FORM To: ELITE DIAGNOSTIC LIMITED ( Elite or the Company ) Re: Invitation for Subscription for up to 70,680,000 ordinary shares ( the Application Shares ) in Elite made pursuant to the Prospectus dated the 11 th day of December 2017 (the Prospectus ). I/We confirm that I/we have read and understood and hereby agree to be bound by the terms and conditions contained in the Prospectus, all of which are incorporated in this Application Form by reference. I/We hereby apply for ordinary shares in Elite on and subject to the terms and conditions of the IPO set out in the Prospectus at the price of JMD 2.00 each. I/We have made /remitted payment of the sum of JMD for my/our subscription/purchase and the JCSD processing fee of JMD (inclusive of GCT) with proof of payment attached or I/we request my broker to make payment on my/our behalf from cleared funds held by them in my /our names in account numbered, with them. I/We agree to accept the Application Shares or any smaller number in respect of which this application may be accepted, subject to the terms and conditions in the Prospectus and the Articles of Incorporation of Elite, by which I /We agree to be bound. I/We request you to sell and/or transfer to me/us the number of Application Shares, which may be allocated to me/us at the close of the said IPO on the terms and conditions governing applications, as set forth in the Prospectus. I/We hereby agree to accept the Application Shares that may be allocated to me/us to be credited to an account in my/our name(s) in the Jamaica Central Securities Depository (JCSD). Instructions to completing application form: All fields are relevant and must be completed. If you already have an account with the JCSD, please ensure that you indicate your JCSD Account number. Reserved Shares (if applicable, see overleaf & the Prospectus) Reserve Share Applicant Other PRIMARY HOLDER Full Name of Applicant (Individual or Company) Address Line 1 Address Line 2 Nationality or Country of Incorporation Telephone (Work) Address JCSD Number Occupation/ Line of Business Broker Account Telephone (Cellular) Telephone (Home) Facsimile Broker Code s (Company) DIRECTOR APPLICANT DIRECTOR/SECRETARY SEAL OR STAMP REQUIRED FOR COMPANIES 5

6 Full Name (First Joint Holder) Occupation JOINT HOLDER(S) Date Full Name (Second Joint Holder) Occupation Date Full Name (Third Joint Holder) Occupation Date PAYMENT VERIFICATION INFORMATION Managers Cheque Cheque Number Cheque Amount Institution ACH/RTGS Amount Sender s Account Name Online Transfer Amount Sender s Account Name ALL APPLICANTS MUST INPUT THEIR NUMBERS. THIS OFFER IS NOT MADE TO PERSONS OUTSIDE JAMAICA Confirmation/ Reference # Confirmation/ Reference # Institution Sender Account # Institution Sender Account # TO BE COMPLETED WHERE REFUND OR DIVIDEND PAYMENT IS TO BE MADE BY RTGS FOR AMOUNTS EXCEEDING 1,000,000 PLEASE INSERT YOUR RTGS INFORMATION NAME OF BANK: BRANCH: SWIFT/BIC NAME(S) ON BANK ACCOUNT: ACCOUNT NUMBER: ACCOUNT TYPE: FOR FURTHER CREDIT TO: 6

7 NOTES ON HOW TO COMPLETE THE APPLICATION FORM 1. All completed applications must be delivered to NCB Capital Markets Limited at The Atrium, 32 Trafalgar Road, Kingston 10 or to Sagicor Investments Jamaica Limited at Sagicor Bank Building, 85 Hope Road, Kingston 6 or to any of their offices in Jamaica. 2. Applications must be for a minimum of 1,000 shares with increments in multiples of 100 shares. Applications in other denominations will not be processed or accepted. 3. If you are a Reserve Share Applicant, please so specify at the top of the Application Form. 4. All applicants must attach their payment for the specified number of Shares they have applied for, in the form of either: a) A Manager s cheque made payable to either NCB Capital Markets Limited or Sagicor Investments Jamaica Limited, or b) Authorization on the Application Form from the Applicant instructing NCB Capital Markets Limited or Sagicor Investments Jamaica Limited to make payment from cleared funds held in an Investment account in the Applicants Name, or c) Transfer in Real Time Gross Settlement (RTGS) system, in the case of payment of 1,000,000 or more to (i) or NCB Capital Markets Bank: National Commercial Bank Jamaica Limited BIC: JNCBJMKX Branch: 1-7 Knutsford Boulevard (New Kingston) Account Name: NCB Capital Markets Limited Beneficiary Address: NCB Atrium, 32 Trafalgar Road, Kingston 10 Account number: (ii) Sagicor Investments Jamaica Limited Beneficiary Bank: Sagicor Bank Jamaica Limited Beneficiary Bank BOJ A/C #: 1058 BIC: SAJAJMKN For Further Credit to: Sagicor Investments Ja Ltd Stockbrokerage a/c # If you are applying jointly with another person, you must complete the Joint Holder Information and each joint holder must sign the Application Form in the place indicated. 6. All Applicants must be at least 18 years old and must attach a certified copy of their T.R.N. card or Jamaican Driver s Licence displaying the T.R.N. 7. Share Certificates will not be issued unless specifically requested through your broker. Instead, the shares allotted to a successful applicant will be credited to his account at the Jamaica Central Securities Depository ( JCSD ). If the applicant does not have a JCSD account, one will be created by your broker and the allotted shares deposited to that account. 8. All Applicants are deemed to have accepted the terms and conditions set out in the Prospectus and the Articles of Incorporation of the Company generally. THIS SECTION FOR USE BY BROKER ONLY DATE APPLICATION RECEIVED: RECEIVED TIME PAYMENT METHOD: Cheque Electronic Transfer PAYMENT AMOUNT: DATE: PAYMENT POOL: Broker Authorised Signatory & Stamp 7