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BJM
BJM
BJM - Barnard Jacobs Mellet Holdings - Repurchase Of Ordinary Shares
In Terms Of A General Authority
BARNARD JACOBS MELLET HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1995/004798/06)
JSE code: BJM
ISIN code: ZAE000014262
("BJM" or "the company")
REPURCHASE OF ORDINARY SHARES IN TERMS OF A GENERAL AUTHORITY
1. INTRODUCTION
In accordance with the general authority, renewed at the annual general
meeting of shareholders held on 2 August 2007 ("the AGM"), the directors
advise that on 19 March 2008, the company repurchased 1.5% of the
company`s ordinary shares on the JSE Limited ("JSE"), resulting in a
cumulative 3.2% repurchase since the renewal of the general authority at
the AGM ("the repurchase").
The repurchase was effected through the order book operated by the JSE
trading system without any prior understanding or arrangement between
the company and the counterparty.
2. REPURCHASE DETAILS
The details of the repurchase are as follows:
Dates of the repurchase: 29 August 2007 - 19 March 2008
Highest price paid during the 521 cents
repurchase period:
Lowest price paid during the 391 cents
repurchase period:
Number of ordinary shares 3 325 587
repurchased:
Value of ordinary shares R 15 212 392
repurchased:
Extent of authority 6 966 358 ordinary shares
outstanding: representing 6.8% of the current
issued share capital
3. SOURCE OF FUNDS
Existing cash resources were utilised to fund the repurchase.
4. DIRECTORS` OPINION
The directors of BJM have considered the impact of the repurchase and are
of the unanimous opinion that for a period of twelve months from the date
of this announcement:
- the company and the Group will be able, in the ordinary course of
business, to pay their debts;
- the assets of the company and the Group will be in excess of the
liabilities of the company and the Group, the assets and liabilities
being 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; and
- the working capital of the company and the Group will be adequate
for ordinary business purposes after the date of this announcement.
5. FINANCIAL EFFECTS OF THE REPURCHASE
The pro forma unaudited financial effects of the repurchase, which
are based on the published, unaudited results of BJM for the six
months ended 30 September 2007, have been prepared for illustrative
purposes only and, because of their nature, may not give an accurate
overview of the Group`s pro forma financial position at 30 September
2007. The pro forma unaudited financial information is the
responsibility of the directors.
The pro forma unaudited financial effects of the repurchase are set
out below and are based on the following assumptions:
- the effect on net asset value per ordinary share reflected in the
"Pro forma after the repurchase" column assumes that the repurchase was
effected on 30 September 2007; and
- the effect on earnings, headline earnings, fully diluted earnings
and fully diluted headline earnings per ordinary share reflected in the
"Pro forma after the repurchase" column assumes that the repurchase was
effected on 1 April 2007.
Actual Pro forma Increase / Increase /
before the after the (Decrease) (Decrease)
Note Repurchase the (cents) (%)
repurchase
Earnings per 32.9 33.0 0.12 0.4
ordinary
share
(cents)
Headline 32.9 33.0 0.12 0.4
earnings per
ordinary
share
(cents)
Fully 27.8 27.8 (0.02) (0.1)
diluted
earnings per
ordinary
share
(cents)
Fully 27.8 27.8 (0.02) (0.1)
diluted
headline
earnings per
ordinary
share
(cents)
Net asset 410.0 407.8 (2.19) (0.5)
value per
ordinary
share
(cents)
Actual 102 919 102 919
number of
ordinary
shares in
issue
(000`s)
Weighted 82 576 80 913 (2.0)
average
number of
ordinary
shares in
issue
(000`s)
Weighted 97 842 96 179 (1.7)
average
number of
fully
diluted
ordinary
shares in
issue
(000`s)
Notes:
1. The calculation of earnings and headline earnings per ordinary share
has been based on the weighted average number of ordinary shares in
issue. The illustrative financial effects of the repurchase reflected in
the "pro-forma after the repurchase" column are calculated at 30
September 2007. The calculation assumes that the after-tax interest
income on the group`s cash resources was reduced by 6.39% per annum
calculated on the total price of the ordinary shares repurchased.
2. The calculation of fully diluted earnings and headline earnings per
ordinary share has been based on the weighted average number of fully
diluted ordinary shares in issue.
3. The calculation of net asset value per ordinary share has been based
on the actual number of ordinary shares in issue, net of treasury stock.
No tangible net asset value is reflected as the repurchase does not
significantly impact thereon.
6. JSE LISTING
The 3 325 587 ordinary shares repurchased on will be held by a
subsidiary of BJM as treasury stock.
Johannesburg
25 March 2008
Corporate adviser and joint sponsor:
Lead sponsor
Barnard Jacobs Mellet Corporate Finance (Pty) Limited
Deloitte & Touche Sponsor Services (Pty) Limited
Date: 25/03/2008 12:59:49 Produced by the JSE SENS Department.
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