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ENVIROSERV HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1994/000280/06)
("ENVIROSERV")
Repurchase of ordinary shares in Enviroserv
1. Introduction
It was announced in the press on 27 November 2000 that 4 203 934 (3,58% of the
issued ordinary shares) of Enviroserv had been repurchased by a subsidiary of
Enviroserv.
The directors of Enviroserv are now authorised to announce the repurchase of an
additional 7 523 713 (6,42% of the issued ordinary shares) of Enviroserv's own
shares on the open market on the JSE Securities Exchange South Africa ("the
JSE"), in accordance with the general authority granted to the directors by
Enviroserv shareholders at the annual general meeting held on 20 September 2000
("the share repurchase").
2. Authorised repurchase limits
In terms of the special resolution:
2.1 the general authority is limited to a maximum of 10% of Enviroserv's issued
share capital of the shares in the applicable class; and
2.2 any repurchase may not be made at a price more than 5% above the weighted
average of the market value of the securities for the five business days
immediately preceding the date of such repurchase.
A maximum of 11 727 647 ordinary shares could be repurchased in terms of the
general authority obtained from shareholders, and which authority has now been
fulfilled.
3. Implementation
The programme commenced on 17 November 2000 and continued on a day-to-day basis
as market conditions allowed. As at the date of this announcement Enviroserv
has now acquired on the JSE, 11 727 647 Enviroserv ordinary shares equivalent
to 10% of the issued share capital of Enviroserv, for a total consideration of
R13 805 969. The highest price paid was 145 cents per ordinary share and the
lowest was 105 cents per ordinary share.
4. Source of funds
Repurchases to date have been funded from available cash resources in
accordance with the repurchase programme. Future repurchases will also be
funded from available cash resources.
5. Opinion of the directors
The directors of Enviroserv have considered the impact of the share repurchase
and are of the opinion that:
5.1 Enviroserv will be able, in the ordinary course of business, to pay its
debts for a period of 12 months from the date of this announcement.
5.2 The consolidated assets of Enviroserv and its subsidiaries are in excess of
the consolidated liabilities, measured in accordance with the accounting
policies used in the audited annual financial statements for the year ended 30
June 2000.
5.3 The ordinary share capital and consolidated reserves of Enviroserv and its
subsidiaries will be adequate for a period of 12 months from the date of this
announcement.
5.4 The working capital of Enviroserv and its subsidiaries will be adequate for
a period of 12 months from the date of this announcement.
6. Financial effects
The effect on earnings and net asset value per ordinary share before and after
the repurchase of 10% of the issued ordinary share capital, is as follows:
Before After %
(cents) (cents) change
Earnings per share 20,45 21,82 6,70
Headline earnings per share 22,10 23,66 7,06
Net asset value per share 98,43 108,47 10,20
Assumptions
The pro forma financial effects are calculated on Enviroserv's audited results
for the year ended 30 June 2000 and assuming that the repurchases to date have
been carried out on 1 July 1999 and were financed by excess cash on hand on
which interest was received at an after-tax rate of 6,83% per annum.
7. JSE listing
As all the shares repurchased have been repurchased by a subsidiary of
Enviroserv, none of the shares will be cancelled nor will the JSE listing in
respect of those shares be terminated.
Johannesburg
19 March 2001
Sponsor
Investec Securities Limited
Member of the JSE
Registration No. 1972/008905/06
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