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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
28 March 2008, the company repurchased 3.4% of the company`s ordinary shares on
the JSE Limited ("JSE") ("the repurchase"), resulting in a cumulative 7.2%
repurchase since the renewal of the general authority at the AGM.
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: 20 March 2008 - 28 March 2008
Highest price paid during the 425 cents
repurchase period:
Lowest price paid during the 400 cents
repurchase period:
Number of ordinary shares 4 070 427
repurchased:
Value of ordinary shares R 17 189 853
repurchased:
Extent of authority outstanding: 2 895 931 ordinary shares
representing 2.8% 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 table below sets out the unaudited pro forma financial effects of the
repurchase on the earnings per share, headline earnings per share, net asset
value per share and tangible net asset value per share, respectively.
The unaudited pro forma financial effects have been prepared to illustrate the
impact of the repurchase on the unaudited interim results of BJM for the six
months ended 30 September 2007, had the repurchase occurred on 1 April 2007 for
income statement purposes and on 30 September 2007 for balance sheet purposes.
The unaudited pro forma financial effects have been prepared using accounting
policies that comply with International Financial Reporting Standards and that
are consistent with those applied in the audited results of BJM for the twelve
months ended 31 March 2007.
The unaudited pro forma financial effects are the responsibility of the
directors and have been prepared for illustrative purposes only and, because of
their nature, may not fairly present the actual financial effects of the
repurchase.
Actual Pro forma Increase / Increase /
before the after the (Decrease) (Decrease)
Repurchase the (cents) (%)
repurchase
Earnings 32.9 33.2 0.28 0.9
per
ordinary
share
(cents)
Headline 32.9 33.2 0.28 0.9
earnings
per
ordinary
share
(cents)
Fully 27.8 27.8 0.00 0.0
diluted
earnings
per
ordinary
share
(cents)
Fully 27.8 27.8 0.00 0.0
diluted
headline
earnings
per
ordinary
share
(cents)
Net asset 410.0 407.0 (3.02) (0.7)
value per
ordinary
share
(cents)
Actual 102 919 102 919
number of
ordinary
shares in
issue
(000`s)
Weighted 82 576 78 878 (4.5)
average
number of
ordinary
shares in
issue
(000`s)
Weighted 97 842 94 144 (3.8)
average
number of
fully
diluted
ordinary
shares in
issue
(000`s)
Notes:
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 31 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.
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.
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
Of the 4 070 427 ordinary shares repurchased, 2 550 597 will be held by a
subsidiary of BJM as treasury stock. Application will be made to the JSE for
the cancellation of 1 519 830 shares.
Johannesburg
1 April 2008
Corporate adviser and joint Lead sponsor
sponsor
Barnard Jacobs Mellet Deloitte & Touche Sponsor
Corporate Finance (Pty) Services (Pty) Limited
Limited
Date: 01/04/2008 16:30:37 Produced by the JSE SENS Department.
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