CAPITEC BANK HOLDINGS LIMITED - General Repurchase Of An Additional 3% Non-Redeemable, Non-Cumulative, Non-Participating Preference Shares

General Repurchase Of An Additional 3% Non-Redeemable, Non-Cumulative, Non-Participating Preference Shares

Capitec Bank Holdings Limited
Registration number 1999/025903/06
Registered bank controlling company
Incorporated in the Republic of South Africa
JSE ordinary share code: CPI ISIN code: ZAE000035861
JSE preference share code: CPIP ISIN code: ZAE000083838
("Capitec" or "the Company")

GENERAL REPURCHASE OF AN ADDITIONAL 3% NON-REDEEMABLE,
NON-CUMULATIVE,   NON-PARTICIPATING PREFERENCE  SHARES
(“PREFERENCE SHARES”)

In 2010 the Basel Committee on Banking Supervision
published its global regulatory framework for more
resilient banks and banking systems (“Basel III”). The
Regulations relating to Banks were amended to provide,
among other things, for the implementation of Basel III
in South Africa and came into effect on 1 January 2013.
Prior to the implementation of Basel III, the preference
share capital of Capitec contributed fully to the capital
adequacy ratio of the Company. As a result of the
“grandfathering” provisions provided for in Basel III,
the contribution of the preference shares to the
Company’s capital adequacy ratio reduces by 10% per
annum. As at 31 January 2015, only 70% of the original
preference share capital contributed to Capitec’s capital
adequacy ratio.

In the notice of the Capitec annual general meeting held
on 29 May 2015(“the AGM”), shareholders were advised that
the board of the Company may resolve to repurchase
preference shares due to the preference shares’ declining
contribution to the Company’s capital adequacy ratio.
Shareholders were further advised that any repurchases
under the general authority would be at market value in
accordance with the provisions set out under the relevant
special resolution. At the AGM, shareholders granted a
general authority to the board of Capitec to repurchase
up to 20% of the issued preference share capital of
Capitec.

Shareholders  are   hereby  advised   that  Capitec   has
repurchased 71 431 preference shares, representing 3.11%
of the issued preference share capital as at the date of
the authority to repurchase the preference shares), out
of the Company’s available cash resources. The preference
shares were repurchased for an aggregate value of R5 933
898.00.

 Date of     Number of      Highest      Lowest        Aggregate
repurchase   preference     price per    price per     value
             shares         preference   preference
             repurchased    share        shares
                
11 June      71 431         R84.00       R82.94        R5 933 898.00
2015 to 23
June 2015

The repurchases were made in terms of the general
authority granted by shareholders at the AGM, and were
effected through the order book operated by the JSE
trading system without any prior understanding or
arrangement between the Company and the counterparties.

The preference shares repurchased will be de-listed and
cancelled upon registration of the preference shares in
the name of Capitec.

Capitec is entitled to repurchase a further 387 611
preference shares (17% of the preference shares in issue
as at the date of the authority), in terms of the current
general authority, which is valid until Capitec’s next
annual general meeting, subject to the requirements of
the Banks Act.

As at the date of this announcement, the Company held 71
431 preference shares in treasury.

The impact of the repurchase of the preference shares on
the financial information of the Company is immaterial.
The preference shares were repurchased from excess cash
resources of the Company; going forward, no preference
share dividends will be payable on the repurchased
preference shares and interest earned on the cash
utilised for the repurchase will be foregone.

OPINION OF THE BOARD OF THE COMPANY

The board of Capitec has considered the effect of the
repurchases and is of the opinion that, for a period of
12 months following the date of this announcement:

-   the Company and the Group will be able, in the
    ordinary course of business, to repay their debts for
    a period of 12 months after the date of this
    announcement;
-   the consolidated assets of the Company and the Group
    will be in excess of the consolidated liabilities of
    the Company and the Group for a period of 12 months
    after the date of this announcement;
-   the Company’s and the Group’s share capital and
    reserves will be adequate for the purposes of the
    business of the Company and the Group for a period of
    12 months after the date of this announcement; and
-   the Company and the Group will have sufficient
    working capital for ordinary business purposes.

Stellenbosch
24 June 2015

Sponsor and corporate advisor
PSG Capital (Pty) Limited

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