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PPC - Pretoria Portland Cement Company Limited - General Share Repurchases by

Release Date: 16/09/2008 14:34
Code(s): PPC
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PPC - Pretoria Portland Cement Company Limited - General Share Repurchases by PPC Pretoria Portland Cement Company Limited (Incorporated in the Republic of South Africa) (Company registration number: 1892/000667/06) JSE Code: PPC ISIN: ZAE000096475 ("PPC" or "The Company" or "The Group") GENERAL SHARE REPURCHASES BY PPC 1. Introduction In anticipation of, and to further limit the dilutionary effect of the issue of new shares for purposes of PPC`s BBBEE transaction, PPC Cement (Proprietary) Limited, a subsidiary of PPC, has acquired a total of 17 123 583 of PPC`s shares. As advised in the interim results announcement, 14,9 million shares had been acquired between 15 February 2008 and 31 March 2008 at an average price of 3937 cents per share ("the first tranch"). (Note that prices in this announcement are reflected exclusive of costs.) Over the period 5 September 2008 to 12 September 2008 an additional 2.2 million shares have been acquired at an average price of 3138 cents per share and on 12 September 2008, the company had in total acquired 3.19% of its current 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 repurchase 10% of the issued share capital ("the general authority") passed at the Annual General Meeting of the company held on 28 January 2008 and registered by the Registrar of Companies on 14 February 2008. 2. Details of the share repurchases In respect of the share repurchases: - the highest price paid was 4000 cents per share and the lowest was 3099 cents per share; - the total consideration paid was R656 315 203; - the extent of the general authority provides a mandate for the company to repurchase a further 36 637 656 ordinary shares (representing 6.81% of the current issued share capital) when deemed appropriate. All of the share repurchases were effected in accordance with paragraph 5.72(a) of the JSE Limited (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 PPC ("the board") is 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 set out below have been prepared to assist PPC ordinary shareholders to assess the impact of the share repurchases on the earnings ("EPS"), headline earnings ("HEPS"), net asset value ("NAV") and tangible NAV ("TNAV") per PPC ordinary share. The material assumptions are set out in the notes following the table. These pro forma financial effects are disclosed in terms of the JSE Listings Requirements and do not constitute a representation of the future financial position of PPC. The pro forma financial effects are the responsibility of the board and are provided for illustrative purposes only. For the six months ended 31 March 2008: Before the After the % Change share share
repurchase repurchases EPS (cents) 125.8 125.6 (0.2) HEPS (cents) 125.6 125.4 (0.2) NAV (cents) 242.2 236.5 (2.4) TNAV (cents) 238.5 232.6 (2.5) Number of shares in issue 535,845,835 520,488,807 (2.9) Notes 1. The figures in the "Before the share repurchases" column have been extracted from PPC`s published unaudited interim results for the six months ended 31 March 2008. 2. The figures in the "After the share repurchases" column reflect the pro forma effects on the assumption that the share repurchases were effected on 1 October 2007 for earnings purposes and on the 31 March 2008 for net asset value purposes. 3. The impact on reduced surplus cash was based on a prevailing short- term after tax interest earned rate of 8.46%. 4. It was assumed that no Secondary Taxation on Companies is payable as the shares repurchased are held as treasury shares. 5. An appropriate adjustment was made to the pro forma financial effects for the first tranch that had already been accounted for in the reported interim results. 6. JSE listing In terms of the share repurchases, all of the shares will remain in issue and be held as treasury shares. 7. Conclusion The company intends repurchasing shares on the open market in terms of the general authority as and when deemed appropriate. Johannesburg 16 September 2008 Sponsor Merrill Lynch South Africa (Proprietary) Limited Date: 16/09/2008 14:34:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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