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INFOWAVE HOLDINGS LIMITED - GENERAL SHARE REPURCHASES BY INFOWAVE
INFOWAVE HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1998/017276/06)
SHARE CODE: IFW ISIN: ZAE000016440
(`INFOWAVE` OR `THE COMPANY`)
GENERAL SHARE REPURCHASES BY INFOWAVE
1. Introduction
Shareholders are referred to the company`s interim results announcement
published on 6 October 2004 advising that the Company had repurchased 1 280
500 of its own shares on 31 August 2004. Since then InfoWave has acquired
an additional 3 249 000 of its own shares on 12 October 2004 and 4 369 596
of its own shares on 13 October 2004 bringing the total shares repurchased
in this financial year to 8 899 096, representing 9,8 % of its issued share
capital (`the share repurchases`).
The share repurchases were effected on the open market in terms of the
special resolution relating to a general authority to repurchases shares
(`the general authority`) passed at the Annual General Meeting of the
company held on 28 May 2004 and registered by the Registrar of Companies on
11 August 2004.
2. Details of the share repurchases
In respect of the share repurchases:
- the price paid was 33 cents per share;
- the total consideration paid was R2,936,701.68; and
- 9 221 973 ordinary shares (representing 10,2 % of the issued share
capital) may still be repurchased in terms of the general authority.
All of the share repurchases were effected in accordance with paragraph
5.72(a) of the JSE Securities Exchange South Africa (`JSE`) Listings
Requirements.
3. Source of funds
The share repurchases have been and will continue to be funded from
available cash resources.
4. Directors` statement
Having considered the effect of the share repurchases the board of
directors of InfoWave (`the board`) are of the opinion that the:
- company and the group will be able in the ordinary course of business
to pay its debts for a period of 12 months after the date of this
announcement;
- assets of the company and the group will be in excess of the
liabilities of the company and the group for a period of 12 months
after the date of this announcement measured in accordance with the
accounting policies used in the latest audited annual financial
statements;
- share capital and reserves of the company and the group will be
adequate for ordinary business purposes for a period of 12 months
after the date of this announcement; and
- working capital of the company and the group will be adequate for
ordinary business purposes for a period of 12 months after the date of
this announcement.
5. Financial effects
The pro forma financial effects of the share repurchases on InfoWave are
the responsibility of the board and are presented below for illustrative
purposes only:
Before the After the % Change
share repurchases(2)
repurchases(1)
Earnings per share(3) 2,59 2,39 (7,6)
Headline earnings per share(3) 2,59 2,39 (7,6)
Net asset value per share 10,94 8,90 (18,6)
Tangible net asset value per share 10,40 8,32 (20,0)
Number of shares in issue(5) 90 271 845 82 653 249 (8,4)
Weighted Average number of shares in 91 070 789 82 171 693 (9,8)
issue
Notes
1. The figures in the `Before` column have been extracted from InfoWave`s
interim results for the half year ended 31 August 2004.
2. The figures in the `After` column reflect the pro forma effects on the
assumption that the share repurchases were effected on 1 March 2004 for earnings
purposes and on 31 August 2004 for asset value purposes.
3. Based on an assumed after tax interest income of 4,375% earned on surplus
cash prior to the share repurchases.
4. Assumed that STC is payable on the deemed dividend being the excess of the
value of the share repurchases over the total share premium at the date of
cancellation of the shares.
5. The 1 280 500 shares repurchased on 31 August 2004 were treated as cancelled
in the interim results at that date.
6. JSE listing
In terms of the share repurchases, 1 280 500 shares were cancelled with effect
from 6 October 2004. Application will be made to the JSE in due course for the
cancellation of 7 618 596 shares with effect from 19 October 2004.
7. Conclusion
The board will continue to repurchase securities as and when deemed appropriate.
Durban
14 October 2004
SPONSOR
SASFIN CORPORATE FINANCE
A DIVISION OF SASFIN BANK LIMITED
Date: 14/10/2004 01:15:07 PM S
Produced by the JSE SENS Department
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