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Sasol - repurchase & cancellation of shares
At the annual general meeting held on 17 November 2017, Sasol shareholders approved a specific authority to acquire 8 809 886 ordinary shares from its wholly-owned subsidiary, Sasol Investment Company (Pty) Ltd. (SIC) at Sasol’s closing ordinary share price on the business day prior to the approval of the repurchase by the Sasol board of directors (the Board) or its nominee (Specific Repurchase).
In accordance with the authority conferred on him by the Board, the Chief Financial Officer, after the Board concluded that Sasol satisfied the solvency and liquidity test as required in terms of the Listings Requirements of the JSE, sections 4 and 46 of the Companies Act, approved the Specific Repurchase of 8 809 886 ordinary shares from SIC at the closing price on 23 February 2018 of R394.50 per ordinary share effective, 26 February 2018.
The effect is that the shares have been cancelled and restored to Sasol’s authorised ordinary share capital as from today. No treasury shares will be in issue after the Specific Repurchase. Application will be made to the JSE for the delisting of the shares with effect from Monday, 5 March 2018. The acquisition will have no financial effect on Sasol or its shareholders, other than in respect of Specific Repurchase costs that are normally incurred in transactions of this nature. As the Specific Repurchase is intra-group, between Sasol and its wholly-owned subsidiary, SIC, the net cash position of the Sasol group will not change as a result of the acquisition (except for the payment of the transaction costs).
Consequently, the financial effect of the Specific Repurchase on Sasol’s earnings per share, headline earnings per share, net asset value per share and net tangible asset value per share will be confined to the cost of the sponsor fee, the legal fees, the taxes levied by the South African Revenue Services and the JSE documentation fee which are considered negligible. The Specific Repurchase will be funded out of Sasol’s existing reserves resulting in a reduction of contributed tax capital.
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Sasol - changes in directorate
Shareholders are advised of the following change to the board of directors of the Company (the Board):
Mr H G Dijkgraaf, having served on the Sasol board since 2006, informed the Company that he will retire from the board and as lead independent director of the Company, effective 30 April 2018. Accordingly, he will also step down as a member of the nomination and governance committee and as the chairman of the remuneration committee. The retirement of Mr Dijkgraaf is consistent with the board´s succession plan for directors.
Mr M J N Njeke will succeed Mr Dijkgraaf as lead independent director on 1 May 2018 and Ms M E K Nkeli will succeed Mr Dijkgraaf as chairperson of the remuneration committee on 1 May 2018.
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Sasol - SOLBE1 election right
Sasol refers to the SENS announcement published on 29 January 2018 relating to the election right.
The purpose of this announcement is to advise
-each SOLBE1 shareholder who is entitled to exercise the election right, that such SOLBE1 shareholder may do so from Wednesday, 21 February 2018 but the last date and time by which the election, if exercised, must be received by Computershare, the SOLBE1 shareholder’s CSDP or broker is 12h00 on Thursday, 22 March 2018;
-that should a SOLBE1 shareholder -
- not exercise the election right during the period referred to in paragraph 2.1;
- have disposed of or dispose of some of such SOLBE1 shareholder’s SOLBE1 shares from Wednesday, 7 February 2018; or
- have acquired SOLBE1 shares from Wednesday, 7 February 2018;
- have exercised the election right but the election is void for any reason,
such SOLBE1 shareholder will be unable to trade in such SOLBE1 shareholder’s SOLBE1 shares or remaining SOLBE1 shares, as the case may be, from 17:00 on Monday, 26 March 2018 (“Last Day to Trade”) until 09:00 on Friday, 6 April 2018. The reason for this is that the SOLBE1 shares in question will automatically re-designate as SOL shares on 5 April 2018 and the suspension in trading is required in order to enable the correct shareholders’ names to be on the SOLBE1 securities register on Thursday, 29 March 2018, being the record date for purposes of the re-designation (“Record Date”). It is those shareholders whose names are on the SOLBE1 securities register on the Record Date whose names will be transferred to the SOL securities register on 5 April 2018. It is those shareholders whose SOLBE1 shares do not re-designate as SOL shares whose names will reflect on the SOLBE1 securities register on Friday, 6 April 2018 and who are therefore eligible to participate in the free share issue contemplated in paragraph 6 of the SOLBE1 Election Document which is being or has been dispatched to SOLBE1 shareholders on the SOLBE1 securities register on 9 February 2018.
The results of the exercise or non-exercise of the election right will be published on 29 March 2018.
Important dates
- Last day to trade (the last day on which a SOLBE1 shareholder can transact (whether on or off-market) in SOLBE1 shares in order to be on the SOLBE1 securities register on the record date) - Monday, 26 March 2018
- Suspension of trading in SOLBE1 shares - Tuesday, 27 March 2018
- Record date - Thursday, 29 March 2018 Date on which SOLBE1 shares in respect of which an Election is not made, validly made, or cannot be made, will automatically re- designate to SOL shares - Thursday, 5 April 2018
- CSDP and broker client accounts where there are holdings of SOLBE1 shares for holders which have not exercised, or not validly exercised, the Election to be updated to reflect the automatic re-designation of these holders’ SOLBE1 shares to SOL shares - Thursday, 5 April 2018
- Lifting of suspension of trading in SOLBE1 shares from this date and time - 09:00 on Friday, 6 April 2018
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| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
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