| Mon 14 Apr 2003, 12:25 | | Repurchase Of Ordinary Shares In Terms |
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Barnard Jacobs Mellet Holdings Limited -
BARNARD JACOBS MELLET HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1995/004798/06)
Share code : BJM
ISIN code: ZAE000014262
("BJM" or "the company")
REPURCHASE OF ORDINARY SHARES IN TERMS OF A GENERAL AUTHORITY
1. INTRODUCTION
Further to the announcement dated 17 February, 2003, BJM has, in accordance with
the general authority renewed at the annual general meeting of shareholders held
on 12 July 2002, repurchased a further 1,9% of the company"s ordinary shares on
the JSE Securities Exchange South Africa ("JSE") ("the repurchase"), resulting
in a cumulative 6,5% repurchase to date. The shares repurchased are to be held
as treasury stock by a subsidiary company.
2. REPURCHASE DETAILS
The details of the repurchase are as follows:
Dates of the repurchases: Between 26 June 2002 and 27 March 2003
Highest price paid during the 275 cents per share
repurchase period:
Lowest price paid during the repurchase 228 cents per share
period:
Number of ordinary shares repurchased: 7 490 959
Value of ordinary shares repurchased: R18 741 259
Extent of authority outstanding: 4 024 807 ordinary shares representing
3,5% 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 share 0,97 0,37 (61,9)
(cents)
Basic earnings per share 0,70 0,09 (87,1)
(cents)
Net tangible asset value 360,51 368,87 2,3
per share (cents)
Net asset value per share 361,05 369,45 2,3
(cents)
Weighted average number of 105 98 383
ordinary shares in issue 874
(000"s)
Actual number of ordinary 106 98 860
shares in issue (000"s) 351
The pro forma financial effects have been calculated based on the following
assumptions:
- the consideration payable for the repurchase (R18,7 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 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
14 April 2003
Corporate adviser and joint Lead sponsor
sponsor
Barnard Jacobs Mellet Deloitte & Touche Sponsor
Corporate Finance (Pty) Services (Pty) Limited
Limited
