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STELLAR CAPITAL PARTNERS LIMITED - General repurchase of ordinary shares

Release Date: 04/06/2020 08:00
Code(s): SCP     PDF:  
Wrap Text
General repurchase of ordinary shares

Incorporated in the Republic of South Africa
(Registration number: 1998/015580/06)
Share code: SCP            ISIN: ZAE000198586
("Stellar Capital" or the "Company”)


 1. Introduction

    Stellar Capital shareholders are advised that the Company has repurchased 86 853 177 Stellar Capital Ordinary
    Shares (the "General Repurchase") in terms of the general authority granted by shareholders at the Company’s
    annual general meeting held on 26 November 2019 (the "Authority").

 2. Details of the General Repurchase

    Dates of the General Repurchase:                                       22 May 2020 to 2 June 2020
    Number of Ordinary Shares repurchased by the Company:                  86 853 177
    Lowest repurchase price per Ordinary Share:                            R0.68
    Highest repurchase price per Ordinary Share:                           R0.76
    Total value of Ordinary Shares repurchased:                            R65 704 850
    Shares in issue at the date the Authority was granted (excluding
    treasury shares):                                                      1 056 811 520
    Shares currently in issue (including treasury shares) after the
    repurchase by the Company is cancelled:                                929 983 609

    The Company currently holds 93 701 459 Ordinary Shares in treasury ("Treasury Shares").

    The 929 983 609 issued shares reflected above assume that the 86 853 177 shares repurchased by Stellar Capital
    have been delisted by the JSE. Application to delist these shares will be made in due course.

    The remaining extent of the Authority amounts to 13 665 309 Ordinary Shares, representing 1.47% of the total
    issued Ordinary Share capital of Stellar Capital (excluding treasury shares) as at the beginning of the Company’s
    financial year.

 3. Source of funds

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

 4. Statement by the board of directors of Stellar Capital (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 the General Repurchase:

    4.1. the Company and the Group will be able in the ordinary course of business to pay their 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 Company and
         the Group.

5. Impact of the General Repurchase on financial information

   The Company’s cash balances decreased by R65 704 850 as a result of the General Repurchase. Interest
   receivable at rates of approximately 6.75% per annum (pre-tax) will be foregone on the cash resources
   used to fund this General Repurchase. 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 86 853 177 Shares.

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(a) of the JSE Listings Requirements.

Cape Town
4 June 2020

RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Date: 04-06-2020 08:00:00
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