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NCL
NCL
New Clicks Holdings Limited - Repurchase of ordinary shares in New Clicks
NEW CLICKS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1996/000645/06)
Share code: NCL: ZAE000014585
("New Clicks")
1. Introduction
In terms of a general authority granted to New Clicks to repurchase its
ordinary shares by a special resolution passed by New Clicks shareholders on
23 January 2006 ("the general authority"), a maximum of 74 322 527 ordinary
shares (being 20% of the issued share capital) could be acquired.
2. Implementation
In terms of paragraph 11.27 of the JSE Listings Requirements, New Clicks
announces that it has acquired, in the open market, 13 822 209 ordinary
shares, equivalent to 3.72% of the issued share capital at the time of the
granting of the general authority, for a total consideration of R142 536 508.
The repurchases were carried out between 18 May 2006 and 14 November
2006(excluding the closed trading period between 31 August 2006 and 1 November
2006 inclusive). The highest price paid was R11.20 per share and the lowest
price paid was R8.39 per share. The average price paid was R10.31 per share.
The requirements of paragraph 5.72 of the JSE Listings Requirements have been
complied with in the repurchasing of these shares.
The extent of the authority outstanding is 60 500 318 ordinary shares,
equivalent to 16.28% of the total number of shares in issue.
3. Source of funds
Repurchases to date have been funded from available cash and it is intended
that all future purchases will also be funded from available cash.
4. Opinion of the directors
The directors of New Clicks have considered the impact of the share repurchase
and are of the opinion that:
4.1 New Clicks and its subsidiaries will be able, in the ordinary course of
business, to pay its debts for a period of 12 months from the date of this
announcement.
4.2 The assets of New Clicks and its subsidiaries are in excess of the
liabilities of New Clicks and its subsidiaries, measured in accordance with
the accounting policies used in the reviewed results for the year ended 31
August 2006.
4.3 The ordinary share capital and reserves of New Clicks and its subsidiaries
will be adequate for a period of 12 months from the date of this announcement.
4.4 The working capital of New Clicks and its subsidiaries will be adequate
for a period of 12 months from the date of this announcement.
5. Effect on Earnings and Net Asset Value
Before After Change
(cents) (cents) %
Earnings per share 71.4 72.0 0.8
Headline earnings per share 73.1 73.7 0.8
Fully diluted earnings per share 69.4 69.8 0.6
Fully diluted headline earnings
per share 71.0 71.5 0.7
Net asset value 448 422 (5.8)
Net tangible asset value per share 313 282 (9.9)
Assumptions
The pro forma financial effects ("after") are calculated on New Clicks
reviewed results for the year ended 31 August 2006, assuming:
- The accounting policies employed by New Clicks for the year ended 31 August
2006 have been applied in making these calculations.
- For the purposes of calculating the earnings and headline earnings related
figures, it was assumed that all the repurchases were carried out on or before
1 September 2005.
- All the repurchases were financed by excess cash on hand on which interest
was received at an after tax rate of 5.7% per annum.
- The calculations have been based on a weighted average number of shares in
issue of 344 337 000 and a fully diluted weighted average number of shares in
issue of 354 365 000.
- For the purposes of calculating the net asset and net tangible asset value,
it was assumed that the repurchases were carried out on 31 August 2006, using
the number of shares in issue at that date of 355 488 000.
6. JSE Listing
All the shares have been repurchased by a subsidiary of New Clicks and are
being held in the subsidiary company as treasury stock.
Cape Town
15 November 2006
Investment Bank and Sponsor
Investec Bank Limited
Date: 15/11/2006 11:30:03 AM Produced by the JSE SENS Department
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