On 30 October 2020, Prosus announced its intention to implement an on-market:
- Prosus ordinary share N repurchase programme of up to US$1.37 billion from its free-float shareholders (the Share Repurchase); and
- Naspers Limited (Naspers) N ordinary share purchase programme of up to US$3.63 billion (the Share Purchase, together with the Share Repurchase, the Transaction).
Prosus today announces the launch of the Transaction. The board of directors of Prosus (the Prosus Board
) is of the view that the Transaction is, among other things, an investment in the group’s current strong internet portfolio, which is a sensible use of capital given full market valuations in consumer tech M&A, and the sizeable discount to the group’s net asset value (NAV). Prosus has a track record of generating good returns by investing across the consumer internet space. Prosus also takes a long-term approach to capital allocation across its operations, investments, and this approach now extends to its asset base – directly and indirectly via its own stock. The Prosus Board believes that the Transaction will generate value for its shareholders.
Prosus has appointed intermediaries to execute the Transaction within parameters set by it, allowing the execution of (re)purchases in the open market during open and closed periods. These intermediaries will make their trading decisions independently from, and uninfluenced by, Prosus and Naspers.
Each of the Share Repurchase and the Share Purchase will commence on 24 November 2020 and end on 26 November 2021, or sooner if the maximum consideration under the Share Repurchase or the Share Purchase, as applicable, is reached before then.
Prosus intends to cancel the Prosus ordinary shares N repurchased by it under the Share Repurchase in due course. The Naspers N ordinary shares held by Prosus after having been purchased under the Share Purchase will constitute treasury shares under the JSE Listings Requirements. Prosus intends not to exercise any voting rights attaching to the Naspers N ordinary shares acquired under the Share Purchase.
The Transaction will be implemented in accordance with, and subject to, applicable law and regulations, as well as the authorities granted by the general meeting of shareholders of Prosus dated 18 August 2020 and Naspers dated 21 August 2020, as these may be renewed.
Prosus will provide weekly updates on the Share Repurchase in accordance with the Market Abuse Regulation (as defined below) by means of press releases and announcements on the JSE’s Stock Exchange News Service (SENS), and, together with details on a daily basis, on the Prosus website (www.prosus.com
Details on the share purchase can be found in the weekly updated excel overview below:
Share Buyback XLS