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INVICTA HOLDINGS LIMITED - REPURCHASE OF SHARES IN INVICTA
INVICTA HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1966/002182/06)
(Share code: IVT)
(ISIN : ZAE000029773)
(`Invicta` or `the Company`)
REPURCHASE OF SHARES IN INVICTA
1. Introduction
Shareholders are advised that Invicta has acquired 2 971 846
shares in the issued share capital of the Company on the open
market for a purchase consideration in aggregate of R27 560 117
(`the general repurchase`) comprising approximately 5% of the
total issued share capital.
The general repurchase was effected in accordance with the JSE
Securities Exchange South Africa (`JSE`) Listings Requirements
and under the general authorities granted, the latest being 25
July 2003 at Invicta`s Annual General Meeting.
2. Implementation
The general repurchase commenced on 17 January 2003 and continued
on a day-to-day basis as market conditions allowed until 29 June
2004. The lowest and highest prices paid by Invicta for the
shares were 520 cents and 1 020 cents per share respectively.
3. JSE Listings Requirements
Application will be made to the JSE for the cancellation and
termination of the listing of these shares.The extent of the
general authority outstanding for the current financial year is
approximately 8 626 358 shares, representing approximately 16% of
the total issued share capital.
4. Sources of funds
The general repurchase has been funded from available cash
resources.
5. Opinion of directors
The directors have considered the effect of the general
repurchase and are satisfied that, for a period of 12 months from
the date of this announcement:
* the Company and the group will be able, in the ordinary
course of business, to pay its debts;
* the assets of the Company and the group will be in excess of
the liabilities, having been recognised and measured in
accordance with the accounting policies used in the audited
financial statements for the year ended 31 March 2004;
* the share capital and reserves of the Company and the group
will be adequate; and
* the working capital and working capital resources of the
Company and the group will be adequate.
The requirements of paragraph 5.72 (a) of the JSE Listings
Requirements have been complied with.
6. Financial effects
The pro forma financial effects on the basic, headline, fully
diluted basic and fully diluted headline earnings, net asset
value and tangible net asset value per share before and after the
general repurchase are set out below:
Per share Notes Before After Chang
e
(cents) (cents)
(%)
Basic earnings 1,2 164 170 3.66
Headline earnings 1,2 163 168 3.07
Fully diluted basic 1,2 160 165 3.13
earnings
Fully diluted 1,2 159 163 2.52
headline earnings
Net asset value 3 543.5 524.3 (3.53
)
Tangible net asset 3 523.6 503.6 (3.82
value )
Notes:
1. The amount in the `Before` column represents the basic,
headline, fully diluted basic and fully diluted headline earnings
per share disclosed in the audited group results for the year ended
31 March 2004. The amounts in the `After` column represent the
basic, headline, fully diluted basic and fully diluted headline
earnings per share after the general repurchase on the assumption
that the general repurchase was effected on 1 April 2003.
All the calculations have been based on a weighted average
number of shares in issue of 60 571 000 and a fully diluted
weighted average number of shares in issue of 62 219 000.
2. The amounts in the `After` column represent the basic,
headline, fully diluted basic and fully diluted headline earnings
per share after the general repurchase on the assumption that
interest will no longer accrue to the Company on the repurchase
consideration at 5.25% per annum after tax.
3. The amounts in the `Before` column represent the net asset
value and tangible net asset value per share as disclosed in the
audited group results for the year ended 31 March 2004. The amounts
in the `After` column represent the net asset value and tangible net
asset value per share based on the audited group results for the
year ended 31 March 2004 adjusted for the general repurchase, had it
been effected on 31 March 2004, using the number of shares in issue
at that date of 57 463 000
Johannesburg
6 July 2004
Sponsor
Nedbank Capital
Date: 07/07/2004 07:00:09 AM Produced by the JSE SENS Department
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