SENS: ETHOS CAPITAL PARTNERS LIMITED – general repurchase announcement

EPE CAPITAL PARTNERS LTD ("ETHOS CAPITAL" OR "THE COMPANY")

27 SEP 2018

EPE CAPITAL PARTNERS LTD

(Incorporated in the Republic of Mauritius)

(Registration number: C138883 C1/GBL)

ISIN: MU0522S00005

Share Code: EPE

(“Ethos Capital” or “the Company”)

GENERAL REPURCHASE ANNOUNCEMENT 

1.           INTRODUCTION 

The Board of Directors of the Company (“Board”) hereby, in term of paragraph 11.27 of the Listings Requirements of the JSE Limited (“JSE”), advises shareholders that the Company, in accordance with the general authority granted by shareholders at the Company’s annual general meeting held on 13 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, 5,605,723 ordinary shares (“Shares”) in the aggregate, representing 3.02% of the Company’s issued share capital at the time of the General Authority (excluding treasury shares) (“Repurchase”). 

The Company reached the 3% repurchase threshold, provided for in the JSE Listings Requirements, on 26 September 2018, hence requiring the publication of this announcement. 

2.           DETAILS OF THE REPURCHASE 

              Details of the Repurchase are as follows:- 

Dates of Repurchase

14 Dec 2017 to 26 Sept 2018

Total number of Shares repurchased

5,605,723

Total value of Shares repurchased

R46,561,005

Highest price paid per Share repurchased

900c

Lowest price paid per Share repurchased

740c

The number of Shares which may still be repurchased by the Company in terms

of the General Authority

31,534,277

The percentage of Shares which may still be repurchased by the Company in

terms of the General Authority

16.98%

Shares in issue at the date the General Authority was granted (excluding treasury shares)

185,700,000

Shares in issue currently  (excluding treasury shares)

180,094,277

Number of Shares held in treasury after the Repurchase

7,405,723

 

 

As all the Shares have been repurchased by the Company as authorised by its Constitution and the provisions of the Mauritius Companies Act 2001, such Shares will not be cancelled and remain listed as they will be held in treasury.             

3.           STATEMENT BY THE BOARD 

              The Board has considered the impact of the Repurchase and is of the opinion that for a period of twelve months following the date of the last approval by the Board for a Repurchase programme:- 

3.1         the Company will be able, in the ordinary course of business, to pay its debts; 

3.2         the assets of the Company will be in excess of the liabilities of the Company, measured in accordance with the accounting policies used in the latest audited annual financial statements; 

3.3         the share capital and reserves of the Company will be adequate for ordinary business purposes; 

3.4         the working capital of the Company will be adequate for ordinary business purposes; and 

3.5         the Company has passed the solvency and liquidity test and since the test was performed, there have been no material changes to the financial position of the Company.

 

4.           SOURCE OF FUNDS 

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

5.           IMPACT ON FINANCIAL INFORMATION 

The Company’s cash balances decreased by R46,773,165 as a result of the Repurchase and, with the classification of the Repurchase Shares as treasury shares, share capital will reduce by the same amount. The annualised interest foregone on the cash required to effect the Repurchase is estimated to amount to about R3,540,000 after tax, assuming an average interest rate of 7.8% as earned in the previous financial year. The Repurchase will have the effect of reducing the number of shares in issue used for purposes of the net asset value per share, earnings per share and headline earnings per share calculations by 5,605,723 Shares. 

6.           REPURCHASE PROGRAMME 

A portion of the Repurchases, totalling 5,061,486 Shares, was effected during a prohibited period in terms a repurchase programme entered into prior to the prohibited period, in accordance with the JSE Listings Requirements. 

Ebene, Mauritius (with simultaneous circulation in Johannesburg)

DATE:

27-09-2018

SPONSOR:

RAND MERCHANT BANK (A division of FirstRand Bank Limited)