ADAPT IT HOLDINGS LIMITED - General Repurchase of Shares

General Repurchase of Shares

Adapt IT Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1998/017276/06)
Share code: ADI ISIN: ZAE000113163
(“Adapt IT” or ”the Company”)

GENERAL REPURCHASE OF SHARES

1. INTRODUCTION

  In compliance with paragraph 11.27 of the Listings Requirements of JSE Limited, the board of directors of
  Adapt IT (“the Board”) hereby advises shareholders that Adapt IT Proprietary Limited, a wholly owned
  subsidiary of Adapt IT, has cumulatively repurchased 4 944 975 Adapt IT ordinary shares, representing
  3.08% of the Company’s issued share capital, in terms of the general authority granted by shareholders
  at the annual general meeting (“AGM”) held on 24 November 2017 (“Repurchase”).

2. DETAILS OF THE GENERAL REPURCHASE

  Details of the Repurchase are as follows:
  Date of repurchases:                           6 December 2017 to 29 June 2018
  Number of shares repurchased:                  4 944 975
  Lowest repurchase price per share:             565 cents
  Highest repurchase price per share:            900 cents
  Volume weighted average price:                 767 cents
  Total value of shares repurchased:             R37 950 022.00

  117 664 of the shares repurchased were done so during a closed period and were effected pursuant to a
  repurchase programme put in place prior to the commencement of the closed period, in accordance with
  the JSE Listings 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.

  Before the Repurchase Adapt IT Proprietary Limited held 4 319 800 shares as treasury shares,
  representing 2.69% of the Company’s issued share capital. 1 075 530 of the treasury shares were issued
  as consideration for the EasyRoster acquisition. After the Repurchase, Adapt IT Proprietary Limited holds
  8 189 245 shares as treasury shares, representing 5.10% of the Company’s issued share capital.

  Following the Repurchase, the extent of the general authority to repurchase shares outstanding is
  11 109 001 ordinary shares, representing 6.92% of the total issued share capital of the Company at the
  time the authority was granted.

3. 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 will be able, in the ordinary course of business, to repay their debts;
   -   the assets of the Company will be in excess of the liabilities of the Company;
   -   the Company’s ordinary capital and reserves will be adequate for ordinary business purposes; and
   -   the Company will have adequate working capital for ordinary business purposes.

4. FINANCIAL INFORMATION PERTAINING TO THE GENERAL REPURCHASE

  The impact of the Repurchase has been calculated and the Board can confirm that the implementation of
  the Repurchase is limited to a reduction in cash of R37 950 022 as the Repurchase was funded from the
  Company’s available cash resources.


Johannesburg
3 July 2018

Sponsor
Merchantec Capital

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