| Fri 31 May 2002, 0:00 | | OTK - Repurchase of ordinary shares |
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OTK Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1995/004030/06)
Share code: OTK ISIN: ZAE000029690
("OTK")
Repurchase of ordinary shares
1. Introduction
OTK has continued its share repurchase programme in accordance with the
rules of the JSE Securities Exchange South Africa ("JSE") and the general
authority granted by shareholders at the last annual general meeting held on
9 July 2001.
2. Implementation
From the date of the last annual general meeting to the date of this
announcement, a total of 11 941 916 OTK ordinary shares, representing 3,44%
of the issued share capital, have been acquired on the JSE for a total
consideration of R55 176 220 ("repurchases to date"). In terms of the
authority granted at the last annual general meeting, the company still has
the capacity to repurchase an additional 57 420 000 shares representing
16,56% of the issued share capital.
The repurchases to date have been undertaken by a wholly-owned subsidiary of
OTK. As a result, 15 710 474 OTK ordinary shares, representing 4,53% of the
issued share capital, are currently held by a wholly-owned subsidiary of
OTK.
The price paid per OTK ordinary share varied between a high of R5.80 and a
low of R3.86 and the average purchase price paid was R4.62 per share.
3. Source of funds
The repurchases to date have been funded from available cash resources.
4. Opinion of the directors
Having considered the effect of the share repurchase programme, the opinion
of the directors as at 14 May 2002, in terms of the Companies Act, 1973 (Act
61 of 1973), as amended, and the JSE Listings Requirements is as follows:
4.1 OTK 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;
4.2 the consolidated assets of OTK 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
28 February 2002;
4.3 the ordinary share capital and consolidated reserves of OTK and its
subsidiaries will be adequate for a period of 12 months from the date of
this announcement; and
4.4 the working capital of OTK and its subsidiaries will be adequate for a
period of 12 months from the date of this announcement.
5. Financial effects
The table below sets out the financial effects of the repurchases to date,
based on the audited group results of OTK for the year ended 28 February
2002.
Before After Change
(cents) (cents) (%)
Earnings per share 67,53 68,93 2,07
Headline earnings per share 74,63 76,03 1,88
Net tangible asset value per share 388,41 387,41 (0,26)
Basis for calculations:
- Figures in the "Before" column are based on the results for the financial
year ended 28 February 2002, after adding back that number of shares that
were repurchased between 9 July 2001 and 28 February 2002.
- For the purposes of calculating all the figures in the "After" column, the
number of ordinary shares in issue was reduced by the repurchases to date.
- For the purposes of calculating the financial effects it was assumed that
the repurchases to date were carried out on 1 March 2001.
- The financial effects are calculated assuming that the repurchases to date
were financed by excess cash on hand on which interest was received at a
rate of 9% per annum, which was taxed at a rate of 30%.
6. JSE listing
The OTK ordinary shares acquired by the wholly-owned subsidiary of OTK will
not be cancelled nor will the JSE listing in respect of these shares be
terminated.
Bryanston
31 May 2002
RAND MERCHANT BANK
A division of FirstRand Bank Limited
CORPORATE FINANCE
Sponsor
