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MZR - Mazor - General repurchase of ordinary shares Mazor Group Limited (Incorporated in the Republic of South Africa) (Registration number 2007/017221/06) Share code: MZR ISIN: ZAE000109823 ("Mazor" or "the company") General repurchase of ordinary shares 1 Introduction In terms of a special resolution passed by Mazor shareholders on 22 July 2008, a general authority was granted to Mazor to repurchase its ordinary shares ("the general authority"). In terms of this general authority Mazor could repurchase a maximum of 24 500 000 ordinary shares (being 20% of the company`s issued share capital at the date that the general authority was granted). 2 Implementation As at the close of business on 20 February 2009, Mazor has acquired, in the open market, a total of 11 673 256 ordinary shares, equivalent to 9.5% of the issued share capital at the time of the granting of the general authority, for a total consideration of R16 712 892 ("the repurchases"). The repurchases were carried out over the period 11 November 2008 to 20 February 2009, with 9 999 108 shares having been purchased on 20 February 2009. The highest price paid was 210 cents per share and the lowest price paid was 115 cents per share. The repurchases were funded from the company`s available cash resources. All the ordinary shares have been repurchased by a subsidiary of Mazor. These ordinary shares will be held in the subsidiary company as treasury stock. The extent of the authority now available is in respect of 12 826 744 ordinary shares, equivalent to 10.5% of the company`s total issued share capital at the date the general authority was granted. The repurchases have been carried out in accordance with paragraph 5.72 of the Listings Requirements of the JSE Limited ("Listings Requirements"). 3 Opinion of the directors The directors of Mazor have considered the impact of the repurchases and are of the opinion that: - Mazor 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; - the assets of Mazor and the group will be in excess of the liabilities of Mazor for a period of 12 months after the date of this announcement. For this purpose, the assets and liabilities have been recognised and measured in accordance with the accounting policies used in the latest audited annual financial statements; - the share capital and reserves of Mazor and the group will be adequate for ordinary business purposes for a period of 12 months after the date of this announcement; and - the working capital of Mazor and the group will be adequate for ordinary business purposes for a period of 12 months after the date of this announcement. 4 Financial effects Set out in the table below are the pro forma financial effects of the repurchases based on Mazor`s unaudited interim results for the six months ended 31 August 2008. The pro forma financial effects have been prepared for illustrative purposes only to provide information of how the repurchases may have impacted on the results and financial position of Mazor. The unaudited pro forma financial effects are the responsibility of Mazor`s directors. Due to their nature, the pro forma financial effects may not give a fair reflection of Mazor`s financial position after the repurchases. Before After Percenta the the ge repurchas repurcha change
es 1 ses (%) Earnings per share (cents) 2 20.72 22.28 7.51 Headline earnings per share 20.75 22.31 7.52 (cents) 2 Weighted average number of 122,575,4 110,902, shares in issue 83 227 Net asset value per share 140.47 140.18 (0.20) (cents) 3 Net tangible asset value per 121.92 119.69 (1.83) share (cents) 3 Shares in issue 122,847,2 111,173, 22 966
Notes: 1 Extracted from the unaudited interim results of Mazor for the six months ended 31 August 2008. 2 Earnings and headline earnings per share are based on the following assumptions: - the repurchases were effected on 1 March 2008; and - the repurchases were financed through available cash resources on which interest accrued at an after tax rate of 8.28% per
annum 3 Net asset value and net tangible asset value per share are based on the assumption that the repurchases were carried out on 31 August 2008. Johannesburg 23 February 2009 Sponsor: Bridge Capital Advisors (Pty) Limited Date: 23/02/2009 17:11:01 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.
