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BRIMSTONE INVESTMENT CORPORATION LIMITED - General repurchase of ordinary shares

Release Date: 25/09/2019 14:25
Code(s): BRT BRN     PDF:  
Wrap Text
General repurchase of ordinary shares

Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
(“Brimstone” or “the Company” or “the Group”)
ISIN Number: ZAE000015277 Share Code: BRT
ISIN Number: ZAE000015285 Share Code: BRN

GENERAL REPURCHASE OF ORDINARY SHARES

1. Introduction

   Brimstone shareholders are advised that the Company has repurchased 2 853 998 Brimstone Ordinary
   Shares (“Ordinary Shares”) in terms of a general approval granted by shareholders at the Company’s
   annual general meeting (the “Authority”) held on 12 June 2019 (the “General Repurchase”).

2. Details of the General Repurchase

   Dates of the General Repurchase:                    19 September 2019 to 20 September 2019
   Number of Ordinary Shares repurchased:              2 853 998
   Lowest repurchase price per Ordinary Share:         R8.00
   Highest repurchase price per Ordinary Share:        R8.50
   Total value of Ordinary Shares repurchased:         R24 174 695.30

   The Ordinary Shares will be held as treasury shares in Septen Investments (Pty) Limited, a wholly-
   owned subsidiary of Brimstone.

   The General Repurchase represents 7.16% of the Company’s issued Ordinary Share capital. Post the
   General Repurchase, Brimstone will hold 3 011 028 Ordinary Shares as treasury shares, representing
   7.55% of the Company’s issued Ordinary Share capital.

   Following the General Repurchase, the extent of the Authority to repurchase shares outstanding is
   5 120 831 Ordinary Shares, representing 12.84% of the total issued Ordinary Share capital of
   Brimstone, at the time the Authority was granted.

3. Source of funds

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

4. Statement by the board of directors of Brimstone (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 published financial statements of the
         Group;

    4.3. the share capital and reserves of the Company and the Group will be adequate for ordinary
         business purposes;

    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 R24 174 695.30.

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.


Cape Town
25 September 2019

Investment Bank, Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking

Date: 25/09/2019 02:25:00
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