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Barnard Jacobs Mellet Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1995/004798/06)
Share code : BJM
ISIN code: ZAE000014262
("BJM")
REPURCHASE OF ORDINARY SHARES IN TERMS OF A GENERAL AUTHORITY
1. INTRODUCTION
BJM has, in accordance with the general authority renewed at the annual general
meeting of shareholders held on 12 July 2002, cumulatively repurchased 4,6% of
its ordinary shares on the JSE Securities Exchange South Africa ("JSE") ("the
repurchase").
2. REPURCHASE DETAILS
The details of the repurchase are as follows:
Dates of the repurchases: Between 26 June 2002
and 14 February 2003
Highest price paid during the 275 cents per share
repurchase period:
Lowest price paid during the 228 cents per share
repurchase period:
Number of ordinary shares 5 360 659
repurchased:
Value of ordinary shares R13 565 413
repurchased:
Extent of authority 6 134 122 ordinary
outstanding: shares representing
5,4% of the current
issued share capital
3. OPINIONS
Existing cash resources were utilised to fund the repurchase and will be set off
against share capital and share premium.
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 as they become due;
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 working capital resources of the company and the group will be adequate for
their current and foreseeable future business requirements; and
the issued share capital and/or reserves are adequate for the purposes of the
business of the company and the Group for the foreseeable future without taking
into account any further acquisitions.
4. FINANCIAL EFFECTS
The table below sets out the pro forma financial effects of the repurchase on
BJM`s net tangible asset value, net asset value, basic earnings and headline
earnings per share based on the interim results for the six months ended 30
September 2002:
Pro
Before forma %
After change
Headline earnings per 0,97 0,55 (43,5)
share (cents)
Basic earnings per 0,70 0,27 (62,0)
share (cents)
Net tangible asset 360,51 366,22 1,6
value per share (cents)
Net asset value per 361,05 366,78 1,6
share (cents)
Weighted average number 105 874 100 513
of ordinary shares in
issue (000`s)
Actual number of shares 106 351 100 990
in issue (000`s)
The pro forma financial effects have been calculated based on the following
assumptions:
- the consideration payable for the repurchase (R13,6 million) was financed from
the Group`s available cash resources at 30 September 2002;
- the effect on net tangible asset value and net asset value assumes that the
repurchase was implemented on 30 September 2002;
- the calculation of the pro forma headline earnings and basic earnings per
share after the repurchase assumes that the repurchase was effected on 1 April
2002 and that the interest forfeited on the cash resources utilised for the
repurchase was calculated at a pre-tax rate of 10% per annum; and
- the shares repurchased are held as treasury stock by a BJMH subsidiary and are
therefore excluded from the "after" calculation.
5. LISTING ON THE JSE
The repurchased shares will be held by a subsidiary of BJM as treasury stock and
therefore no application will be made to the JSE for the termination of the
listing thereof.
Johannesburg
17 February 2003
Corporate adviser and joint Lead sponsor
sponsor
Barnard Jacobs Mellet Deloitte & Touche Sponsor
Corporate Finance (Pty) Services (Pty) Limited
Limited
Date: 17/02/2003 02:38:00 PM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department
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