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WESCOAL HOLDINGS LIMITED - General repurchase of shares

Release Date: 23/08/2019 11:30
Code(s): WSL     PDF:  
Wrap Text
General repurchase of shares

Wescoal Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 2005/006913/06)
Share code: WSL
ISIN: ZAE000069639
(“Wescoal” or the “Company”)


1.   Introduction

     Wescoal shareholders are advised that the Company has repurchased 17 254 128 Wescoal ordinary shares
     (“Shares”) in terms of a general approval granted by shareholders at the Company’s annual general meeting
     (the “Authority”) held on 23 January 2019 (the “General Repurchase”).

2.   Details of the General Repurchase

     Dates of the General Repurchase:                24 July 2019 to 22 August 2019
     Number of Shares repurchased:                   17 254 128
     Lowest repurchase price per Share:              R1.35
     Highest repurchase price per Share:             R1.60
     Total value of Shares repurchased:              R27 339 218.50

     The repurchased Shares will be cancelled and delisted no later than 6 September 2019 (the “Cancellation”).

     The General Repurchase represents 3.85% of the Company’s issued share capital. Post the General Repurchase,
     Wescoal will hold 15 437 930 Shares as treasury shares, representing 3.6% of the Company’s issued share
     capital post the Cancellation.

     Following the General Repurchase, the extent of the Authority to repurchase shares outstanding is 72 320 984
     ordinary shares, representing 16.15% of the total issued share capital of Wescoal, at the time the Authority was

3.   Source of funds

     The General Repurchase was funded from the Company’s available cash resources.

4.   Statement by the board of directors of Wescoal (the “Board”)

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

     4.1. the Company and the group will be able in the ordinary course of business to pay its debts;

     4.2. 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 recognised and measured in accordance with the
          accounting policies used in the latest audited annual group financial statements;

     4.3. the share capital and reserves of the Company and the group will be adequate for ordinary business

     4.4. the working capital of the Company and the group will be adequate for ordinary business purposes; and

     4.5. 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.

5.   Impact of the General Repurchase on financial information

     The General Repurchase has no significant impact on the financial information of the Company and will result in
     a decrease of cash balances by R27 339 218.50. In addition, the number of Shares in issue will reduce by
     17 254 128, with the total number of Shares in issue post the General Repurchase amounting to 430 621 433.

6.   Compliance with paragraph 5.72 of the JSE Limited Listings Requirements (“JSE Listings Requirements”)

     The General Repurchase was effected through the order book operated by the JSE trading system and done
     without any prior understanding or arrangement between the Company and the counter parties. Accordingly,
     the Company has complied with paragraph 5.72 of the JSE Listings Requirements.

23 August 2019

Investment bank, corporate advisor and sponsor
Nedbank Corporate and Investment Banking

IR Advisor
Singular IR

Date: 23/08/2019 11:30:00
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