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PBT GROUP LIMITED - General Repurchase of Shares

Release Date: 06/08/2025 15:20
Code(s): PBG     PDF:  
Wrap Text
General Repurchase of Shares

PBT Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1936/008278/06)
JSE Share code: PBG
ISIN: ZAE000256319
Main Board - General Segment
("PBT Group" or the "Company")

GENERAL REPURCHASE OF SHARES

At the annual general meeting of PBT Group held on 2 August 2024 ("AGM"), shareholders, by special
resolution, granted a general authority to the board of directors of the Company and its subsidiaries
("the Group") for the Company to repurchase up to 10% and for its subsidiaries 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 AGM.

Shareholders are hereby advised that, during the period commencing on 5 August 2024 to 5 August 2025,
the Company repurchased an aggregate of 4 120 447 ordinary shares, representing 3.97% of the issued
ordinary share capital of the Company as at the date on which the authority to repurchase the ordinary shares
was granted, with the last repurchase of 2 381 162 (2.29%) ordinary shares taking place on 5 August 2025.
The aforementioned ordinary shares were repurchased for an aggregate value of R23 454 612 (including
transaction costs), funded out of the Group's available cash resources, as follows:


                     Aggregate                                               Average         Aggregate
                     number of          Highest price       Lowest price     price per       value
                     ordinary           per ordinary        per ordinary     ordinary        (excluding
 Date of             shares             share               share            share           transaction
 repurchases         repurchased        repurchased         repurchased      repurchased     costs)


 5 August
 2024 to 5             4 120 447            R5.95               R5.50           R5.67        R23 368 368
 August 2025



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

The Group repurchased 311 390 of the company's shares at an average cost of R5.50 per share, for the
amount of R1 720 178 (including transaction costs), during the prohibited period prior to publication of its
2024 interim results, and repurchased 564 625 of the company's shares at an average cost of R5.50 per
share, for the amount of R3 118 869 (including transaction costs), during the prohibited period prior to
publication of its 2025 year end results, pursuant to repurchase programmes which were put in place prior
to commencement of each prohibited period in accordance with the Listings Requirements.

The Company may repurchase up to a further 6 261 756 ordinary shares (6.03%) of the ordinary shares in
issue as at the date on which the authority was granted, in terms of the current general authority, which is
valid until the Company's next annual general meeting.
As at the date of this announcement, the Group held 5 316 585 shares in various Broad-based Black
Economic Empowerment (B-BBEE) and staff vehicles, which are treated as treasury shares and
consolidated for IFRS purposes only.

All the shares that have been repurchased have been or will be cancelled and delisted. As a result of the
repurchases the Group's cash balances decreased by R23 454 612 (including transaction costs of R86 244)
and the repurchases had or 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 an additional 4 120 447 shares,
which will be weighted according to the dates of the various repurchases.


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.


Cape Town
06 August 2025

Sponsor
Questco Corporate Advisory Proprietary Limited

Date: 06-08-2025 03:20:00
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