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NETCARE LIMITED - General Repurchase of Ordinary Shares

Release Date: 19/07/2024 08:30
Code(s): NTC NTCP     PDF:  
Wrap Text
General Repurchase of Ordinary Shares

NETCARE LIMITED
Incorporated in the Republic of South Africa
(Registration number 1996/008242/06)
JSE ordinary share code: NTC
ISIN: ZAE000011953
JSE preference share code: NTCP
ISIN: ZAE000081121
A2X share code: NTC
("Netcare" or the "Company" or the "Group")

GENERAL REPURCHASE OF ORDINARY SHARES

1.   Introduction

     Shareholders are advised that Netcare has repurchased 49 948 660 of its ordinary shares in terms of the
     general authority granted by shareholders at Netcare's annual general meeting ("AGM") held on 2 February
     2024 ("General Repurchase #2").

2.   Details of General Repurchase #2

         Dates of the general repurchase:                      2 February 2024 to date
         Number of ordinary shares repurchased:                49 948 660
         Lowest price paid per ordinary share:                 R11.13
         Highest price paid per ordinary share:                R12.70 (cum dividend)
         Average price paid per ordinary share:                R11.70
         Total value of ordinary shares repurchased:           R584 257 780
         Remaining extent of authority outstanding after the   93 960 341 ordinary shares (representing 6.5% of
         general repurchase:                                   ordinary shares in issue on 2 February 2024, being
                                                               the date on which the general authority was
                                                               granted by shareholders)

     The ordinary shares repurchased by Netcare in terms of General Repurchase #2 will be held as treasury
     shares by its wholly owned subsidiaries. To the extent that the number of shares collectively held by wholly
     owned subsidiaries is anticipated to exceed 10% of the Company's current issued share capital, shares will
     be delisted and cancelled as required.

     To date, General Repurchase #2 represents 3.5% of Netcare's issued ordinary shares at the time the
     general authority was granted by shareholders. Netcare currently holds 168 509 931 ordinary shares as
     treasury shares.

     General Repurchase #2 was partly conducted during a prohibited period, pursuant to a repurchase
     programme entered into prior to the commencement of the prohibited period, full details of which were
     submitted to the JSE Limited ("JSE") in accordance with the JSE Listings Requirements.

3.   Source of funds

     The general repurchase has been funded from cash generated by operations.

4.   Statement by the directors
     Having considered the effect of General Repurchase #2, the board of directors of Netcare is of the opinion
     that for a period of 12 months after the date of this announcement:

     •        the Company and the Group will be able to pay its debts in the ordinary course of business;
     •        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 Company's and the Group's latest audited annual financial
              statements;
     •        the share capital, reserves and working capital of the Company and the Group will be adequate for
              ordinary business purposes; and
     •        the Company and the Group have passed the solvency and liquidity test and since the test was
              performed there have been no material changes in the financial position of the Company or the Group.
5.   Impact of General Repurchase #2 on financial information

     The general repurchase has no material impact on the financial information of Netcare and will result in the
     Company and Group cash balances decreasing by R584 257 780.

6.   Compliance with paragraph 5.72 of the JSE Listings Requirements

     General Repurchase #2 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.

7.   Repurchase Programme

     Shareholders are advised that Netcare commenced its repurchase programme in September 2023 under
     the general authority granted by shareholders at Netcare's AGM held on 3 February 2023 ("General
     Repurchase #1"), and has continued under the general authority granted by shareholders at Netcare's AGM
     held on 2 February 2024 ("General Repurchase #2"). To date, Netcare has repurchased the following
     ordinary shares under its repurchase programme:

      Authority            Date                         Number of      Value of ordinary        Average price
                                                          ordinary               shares          per ordinary
                                                           shares          repurchased                  share
                                                      repurchased                                repurchased

      General              7 September 2023 to          24 427 085         R320 195 376                 R13.11
      Repurchase #1        30 September 2023

      General              1 October 2023 to              9 250 000        R122 010 192                 R13.19
      Repurchase #1        1 February 2024

      General              2 February 2024 to             1 995 565         R23 701 580                 R11.88
      Repurchase #2        31 March 2024

      General              1 April 2024 to date         47 953 095         R560 556 200                 R11.69
      Repurchase #2

      Total                                             83 625 745       R1 026 463 348                 R12.27

      Total number of ordinary shares repurchased represents 5.8% of the total ordinary shares in issue.




Johannesburg
19 July 2024

Corporate Advisor and Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 19-07-2024 08:30:00
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