MMI HOLDINGS LIMITED - General Repurchase of Shares Announcement

Release Date: 05/07/2018 14:30
 
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General Repurchase of Shares Announcement

MMI Holdings Limited (Incorporated in the Republic of South Africa)
Registration number 2000/031756/06)
JSE share code: MMI
NSX share code: MIM
(“MMI Holdings” or “The Company”)

MMI GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 1904/002186/06)
Company code: MMIG


GENERAL REPURCHASE OF SHARES ANNOUNCEMENT


1. INTROODUCTION

The board of directors of the Company ("Board") hereby, in term of paragraph
11.27 of the Listings Requirements of the JSE Ltd ("JSE"), informs shareholders
that the Company, in accordance with the general authority granted by
shareholders at the Company’s annual general meeting held on 24 November 2017
("General Authority"), has cumulatively repurchased from shareholders, through
the order book operated by the JSE, and in a series of unrelated transactions
without any prior understanding or arrangement between the Company and these
shareholders, a number of ordinary shares as per the details hereunder.

2. DETAILS OF THE REPURCHASE


 Dates of Repurchase:                             Wednesday, 07 March 2018 to
                                                  Wednesday, 04 July 2018.
 Highest repurchase price per share:              R 23,23
 Lowest repurchase price per share:               R 17,06
 Number of shares repurchased:                    47 377 121
 Total value of shares repurchased:               R 978 202 877
 The number of shares which may still be
 repurchased by the company in terms of the       189 041 470
 General Authority:
 The percentage of shares which may still be
 repurchased by the company in terms of the       11.99%
 General Authority:
 Total shares in issue on 07 March 2018:          1 576 123 941
 Total shares in issue on 04 July 2018:           1 530 288 264
 Number of Treasury shares:                       1 541 444


The A5 delisting application to the JSE was submitted on 26 June 2018, with a
request that the Repurchased Shares be cancelled and the listing removed. The
JSE confirmed on 29 June 2018 that the listing of ordinary shares of 45 835
677 of 0.0001 cents each was withdrawn from the commencement of business on 2
July 2018.

3. STATEMENT BY THE BOARD

The Board has considered the effect of the Repurchase and is of the opinion
that, for a period of 12 months following the date of the Repurchase:

•   The Company and its subsidiaries (the "group") will be able in the ordinary
    course of business to pay its debts;
•   The assets of the Company and the group will be in excess of the liabilities
    of the Company and the group. For this purpose, the assets and liabilities
    were recognized and measured in accordance with the accounting policies used
    in the latest audited annual group financial statements;
•   The share capital and reserves of the Company and the group will be adequate
    for ordinary business purposes;
•   The working capital of the Company and the group will be adequate for
    ordinary business purposes; and
•   The Company and the group have passed the solvency and liquidity test and
    since the test was performed, there have been no material changes to the
    financial position of the group

4. SOURCE OF FUNDS

The repurchase was funded from The Company’s internal cash resources.

5. FINANCIAL INFORMATION

The Company’s cash balances decreased by R978 202 877 as a result of the
Repurchase and, on cancellation of the Repurchase Shares, share capital and
retained earnings will reduce by the same amount.

6. COMPLIANCE WITH PARAGRAPH 5.72 OF THE LISTING REQUIREMENTS

The Repurchase was effected through the order book operated by the JSE and done
without any prior understanding or arrangement between the Company and the
counter parties. Accordingly, the Company has complied with paragraph 5.72 (a)
of the Listings Requirements of the JSE. The repurchase programme will continue
until the earlier of the completion of the R2 billion buy-back program or 12
months, which period will include the closed periods in respect of the
publication of the Company’s final results for the twelve months ended 30 June
2018 as defined in the JSE Listings Requirements.

CENTURION
05 July 2018

Sponsor in South Africa
Merrill Lynch South Africa (Pty) Limited

Sponsor in Namibia
Simonis Storm Securities (Pty) Limited

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