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General repurchase of ordinary shares
CALGRO M3 HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2005/027663/06)
JSE Share code: CGR
ISIN: ZAE000109203
Company Alpha Code: CGRI1
LEI: 3789003B0859E9438F25
(“the Company” or “the Group”)
GENERAL REPURCHASE OF ORDINARY SHARES
At the annual general meeting (“AGM”) of the Company held on Wednesday, 29 June 2022,
shareholders, by special resolution, granted a general authority to the board of directors of the
Company (“Board”) to repurchase up to 20% of the issued ordinary share capital of the
Company, on the terms and subject to the conditions specified in the notice of AGM (“General
Authority”).
Shareholders are hereby advised that on Tuesday, 2 May 2023 the Company repurchased
an aggregate of 7 000 000 ordinary shares, representing 4,99% of the issued ordinary share
capital of the Company as at the date on which the General Authority was granted. The
aforementioned ordinary shares were repurchased for an aggregate value of R15 400 000,
funded out of the Company’s available cash resources, as follows:
Date of Aggregate number of Price per ordinary Aggregate value
repurchase ordinary shares share repurchased
repurchased
2 May 2023 7 000 000 R2.20 R15 400 000
The repurchase was made in terms of the General Authority and was effected through the
order book operated by the JSE Limited trading system without any prior understanding or
arrangement between the Company and the counterparties. The requirements for the general
repurchase of ordinary shares in terms of paragraph 5.72(a) of the JSE Limited Listings
Requirements, have been complied with.
The repurchase took place in accordance with a repurchase programme submitted to the JSE
Limited prior to the commencement of the prohibited period, in terms of paragraph 5.72(h) of
the JSE Limited Listings Requirements.
The ordinary shares repurchased have been and will be de-listed and cancelled by the date
of this announcement or as soon as possible thereafter as the JSE Limited may permit.
The Company may repurchase up to a further 15 058 903 ordinary shares (10,73% of the
ordinary shares in issue as at the date on which the General Authority was granted), in terms
of the current General Authority, which is valid until the Company’s next AGM.
As at the date of this announcement, the Company held 18 894 449 ordinary shares in
treasury (through Calgro M3 Employee Benefit Trust, Calgro M3 Empowerment Trust and
Calgro M3 Developments Limited). The impact of the repurchase of the ordinary shares on
the financial position of the Company is immaterial, as the repurchase was funded out of the
Company’s available cash resources.
OPINION OF 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 this announcement:
- the Company and its subsidiaries (“the Group”) will be able, in the ordinary course of
business, to repay their debts;
- the consolidated assets of the Company and the Group will be in excess of the
consolidated liabilities of the Company and the Group;
- the Company’s and the Group’s share capital and reserves will be adequate for the
ordinary business purposes of the Company and the Group; and
- the Company and the Group will have sufficient working capital for ordinary business
purposes.
Johannesburg
3 May 2023
Equity and Debt Sponsor
PSG Capital
Date: 03-05-2023 12:00:00
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