General Repurchase of Shares
(Incorporated in the Republic of South Africa)
(Registration No 1955/002869/06)
Share Code: TRE
(“Trencor” or “the Company”)
GENERAL REPURCHASE OF SHARES
Shareholders are advised that, in terms of the general authority granted by shareholders at the Company’s annual general meeting held on 14 August 2018 (“General Authority”), the Company has cumulatively repurchased from shareholders, through the order book operated by the JSE Limited, and in a series of unrelated transactions without any prior understanding or arrangement between the Company and these shareholders, 3 390 178 ordinary shares (“Shares”) in the aggregate, representing 1,91% of the Company’s issued share capital at the time of the General Authority (“Repurchase”).
2. DETAILS OF THE REPURCHASE
The details of the Repurchase, conducted between 4 October 2018 and 6 December 2018 are as follows:
|Total number of Shares repurchased||3 390 178|
|Total value of Shares repurchased||R100 000 000|
|Highest price paid per Share repurchased||R31,00|
|Lowest price paid per Share repurchased||R27,66|
|The number of shares which may still be repurchased by the Company in terms of the General Authority||32 023 424|
|The percentage of shares which may still be repurchased by the Company in terms of the General Authority||18,09%|
|Shares in issue at the date the General Authority was granted||177 068 011|
|Shares in issue after the Repurchase||173 677 833|
|Number of Shares held in treasury after the Repurchase||Nil|
Application has been made to the JSE for the delisting of the Repurchased Shares, expected to occur on or before 18 December 2018.
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 Repurchase:
3.1 the Company and its subsidiaries (“the Group”) will be able, in the ordinary course of business, to pay its debts;
3.2 the assets of the Company and the Group will be in excess of the liabilities of the Company and the Group, measured in accordance with the accounting policies used in the latest audited Group annual financial statements;
3.3 the share capital and reserves of the Company and the Group will be adequate for ordinary business purposes; and
3.4 the working capital of the Company and the Group will be adequate for ordinary business purposes.
4. SOURCE OF FUNDS
The Repurchases have been funded from available cash resources.
5. FINANCIAL INFORMATION
The Company’s cash balances decreased by R100 359 776 as a result of the Repurchase and, on cancellation of the Repurchase Shares, share capital, share premium and reserves will reduce by the same amount. The interest foregone on the cash required to effect the Repurchase amounts to R554 410 before tax, assuming an average interest rate of 6,1% earned in the previous financial period. The Repurchase will have the effect of reducing the number of shares in issue used for purposes of the earnings per share and headline earnings per share calculations by 3 390 178 Shares.
10 December 2018
RAND MERCHANT BANK (A division of FirstRand Bank Limited)