| Fri 29 Sep 2006, 8:44 | | Nedbank Group - Repurchase of ordinary shares |
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NED
Nedbank Group - Repurchase of ordinary shares
Nedbank Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
ISIN: ZAE000004875
("Nedbank Group")
NEDBANK GROUP - REPURCHASE OF ORDINARY SHARES
1. Introduction
In terms of a general authority granted to Nedbank Group to repurchase its
ordinary shares by special resolution passed by Nedbank Group shareholders
at the annual general meeting on 4 May 2006 ("the general authority"), a
maximum of 44 345 705 ordinary shares (being 10% of the issued share
capital as at 20 March 2006) could be acquired.
2. Implementation
In terms of paragraph 11.27 of the JSE Listings Requirements, Nedbank Group
announces that it has acquired, in the open market, a total of 13 395 776
ordinary shares, equivalent to 3,00% of the issued share capital at the
time of the granting of the general authority (4 May 2006,
446 525 855 shares), for a total consideration of
R1 471 438 119. The repurchases were carried out between 22 May 2006 and 30
June 2006, and between 24 August 2006 and 27 September 2006. The highest
price paid was R116,04 per share and the lowest price paid was R100,50 per
share, with an average price of R109,84.
The requirements of paragraph 5.72 of the JSE Listings Requirements have
been complied with in repurchasing these shares.
All the shares have been repurchased by a subsidiary of Nedbank Group and
are being held in the subsidiary company as treasury stock.
The extent of the authority outstanding is 30 949 929 ordinary shares,
equivalent to 6,98% of the total issued share capital at 20 March 2006.
3. Source of funds
Repurchases to date have been funded from available cash resources and it
is intended that all future repurchases will also be funded from available
cash.
4. Opinion of the directors
The directors of Nedbank Group have considered the impact of the share
repurchase and are unanimously of the opinion that:
4.1 Nedbank Group, and Nedbank Group and its subsidiaries ("the group"),
will be able in the ordinary course of business to pay their debts for
a period of 12 months from the date of this announcement.
4.2 The assets of Nedbank Group and the group will be in excess of their
liabilities for a period of 12 months after the date of this
announcement, as recognised and measured in accordance with the
accounting policies used in the audited financial statements for the
year ended 31 December 2005.
4.3 The ordinary share capital and reserves of Nedbank Group and the group
will be adequate for ordinary business purposes for a period of 12
months from the date of this announcement.
4.4 The working capital of Nedbank Group and the group will be adequate
for ordinary business purposes for a period of 12 months from the date
of this announcement.
5. Effect on group earnings and net asset value
The financial effects of the Nedbank Group general repurchase on group
earnings and net asset value are as set out below and are the
responsibility of Nedbank Group"s directors. In calculating the financial
effects of the share repurchase , only those shares repurchased subsequent
to 30 June 2006 (7 872 526 shares) have been included, as the shares
repurchased prior to 30 June 2006 have already been included in the
interim results for the six month period ended 30 June 2006.
As at
30 June 2006 Pro forma(1) Change
(cents) (cents) (%)
Basic earnings per share 577 583 1,0
Headline earnings per share 522 527 1,0
Fully diluted basic earnings
per share 562 568 1,1
Fully diluted headline
earnings per share 509 513 0,8
Net asset value per share 5 982 5 878 -1,7
Tangible net asset value
per share 4 726 4 597 -2,7
(1) The pro forma financial effects ("Pro forma") are calculated on Nedbank
Group"s group reviewed results for the period ended 30 June 2006, assuming:
- The accounting policies employed by Nedbank Group for the year ended 31
December 2005 have been applied in making these calculations.
- The headline earnings per share are based on the headline earnings per
share for the 6 month period ended 30 June 2006, assuming that the Nedbank
Group general repurchase was carried out on 1 January 2006.
- All the repurchases were financed by excess cash on hand on which interest
was earned at an after tax rate of 5,06% per annum.
- The tangible net asset value per share is based on the net asset value per
share for Nedbank Group on 30 June 2006 with investments at market value
and net of goodwill, assuming that the Nedbank Group general repurchase was
carried out on 1 January 2006.
- The calculations have been based on a weighted average number of shares in
issue of 395,0m and a fully diluted weighted average number of shares in
issue of 405,7m for the 6 month period ended 30 June 2006, assuming that
the Nedbank Group general repurchase was carried out on 1 January 2006,
(after consideration of the shares bought in after 30 June 2006).
- For the purposes of calculating the net asset value and tangible net asset
value, it was assumed that the repurchases were carried out on 1 January
2006.
Sandton
29 September 2006
Sponsors
Merrill Lynch South Africa (Pty) Limited
Nedbank Capital
Date: 29/09/2006 08:44:15 AM Produced by the JSE SENS Department
