OUTsurance Group Limited (OGL) has announced that one of its directors, JH Hofmeyr, has acquired a significant number of newly issued ordinary shares through an off-market share transaction. The transaction, which took place on 28 June 2023, is valued at approximately R20,247,892.

In compliance with the JSE Limited Listings Requirements, OGL disclosed the details of the dealing in securities by its director. JH Hofmeyr, as an indirect beneficial shareholder, received clearance for the transaction. The off-market new issue of ordinary shares by OGL was priced at 3,369 cents per share, resulting in the acquisition of 601,006 shares by Mr. Hofmeyr.

This transaction is part of OGL’s strategic plan to acquire additional shares in OUTsurance Holdings Limited (OHL) from its minority shareholders. Prior to this transaction, OGL held an 89.73% stake in OHL, with the remaining 10.27% owned by management and directors.

The acquisition of shares from minority shareholders was authorized by special resolution number 4, approved at OGL’s annual general meeting on 8 November 2022. The resolution enables OGL to issue new shares as part of the share acquisition process.

Since 1 July 2022, the share price of OHL has been correlated with the movement in the 15-day Volume-Weighted Average Price (VWAP) of OGL. In line with this arrangement, Mr. Hofmeyr transferred 1,359,832 ordinary shares in OHL from his private company, valued at R20,247,892. In exchange, he received 601,006 newly issued shares of OGL. Based on the closing share price of OGL on 27 June 2023, at R33.17 per share, the value of the transaction represents 0.04% of OGL’s market capitalization, well below the 0.25% threshold for a small related party transaction.

Following the completion of this transaction, OGL’s shareholding in OHL has increased slightly from 89.73% to 89.77%. Additionally, the total number of OGL’s issued ordinary shares has risen from 1,531,807,770 to 1,532,408,776.