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ADCORP HOLDINGS LIMITED - General repurchase of ordinary shares

Release Date: 29/07/2022 17:00
Code(s): ADR     PDF:  
Wrap Text
General repurchase of ordinary shares

ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR
ISIN: ZAE000000139
("Adcorp" or "the Company")

GENERAL REPURCHASE OF ORDINARY SHARES

At the annual general meeting of Adcorp held on 29 July 2021 (“2021 AGM”), shareholders,
by special resolution, granted a general authority to the board of directors of the Company and
its subsidiaries (“the Group”) to repurchase up to 10% of the issued ordinary share capital of
the Company, on the terms and subject to the conditions specified in the notice of the 2021
AGM.

Shareholders are hereby advised that, during the period commencing on 15 July 2022 to
18 July 2022, the Company’s subsidiary, Torque Technical Computer Training Proprietary
Limited, repurchased an aggregate of 708 345 ordinary shares, representing 0.66% of the
issued ordinary share capital of the Company as at the date on which the authority to
repurchase the ordinary shares was granted. The aforementioned ordinary shares were
repurchased for an aggregate value of R3 980 392.76, funded out of the Group’s available
cash resources, as follows:

 Date of        Aggregate      Highest price     Lowest price   Volume       Aggregate
 repurchases    number of      per ordinary      per ordinary   weighted     value
                ordinary       share             share          average
                shares         repurchased       repurchased    price
                repurchased
 15 July        708 345        567.00 cents      556.00 cents   561.93       R3 980 392.76
 2022 to                                                        cents
 18 July
 2022

The repurchases were made in terms of the general authority granted by shareholders at the
2021 AGM and were effected through the order book operated by the JSE Limited trading
system without any prior understanding or arrangement between the Company or subsidiary
and the counterparties. The requirements for the general repurchase of ordinary shares in
terms of paragraph 5.72(a) of the JSE Limited Listings Requirements, have been complied
with.

The Company or its subsidiaries may not repurchase any further shares in terms of the general
authority granted at the 2021 AGM. A new general authority to repurchase shares was granted
by Adcorp shareholders at the annual general meeting of the Company held on 28 July 2022
(“2022 AGM”), which general authority will be valid until the Company’s next annual general
meeting.

As at the date of this announcement, the Group held 5 255 134 ordinary shares in treasury,
including the repurchased shares referred to in this announcement. The impact of the
repurchases of the ordinary shares on the financial position of the Group is immaterial, as the
repurchases were funded out of the Group’s available cash resources.

OPINION OF THE BOARD

The Board has considered the effect of the repurchases and is of the opinion that, for a period
of 12 months following the date of this announcement:

-    the Company and the Group will be able, in the ordinary course of business, to repay
     their debts;
-    the consolidated assets of the Company and the Group will be in excess of the
     consolidated liabilities of the Company and the Group;
-    the Company’s and the Group’s share capital and reserves will be adequate for the
     ordinary business purposes of the Company and the Group; and
-    the Company and the Group will have sufficient working capital for ordinary business
     purposes.

Johannesburg
29 July 2022

Sponsor
PSG Capital

Date: 29-07-2022 05:00:00
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