Microsoft Word - 19052015 Share Buy-Back.docx

Australian Securities Exchange

Company Announcements Platform

2 June 2015

UXC Limited

ACN 067 682 928

MARKET ANNOUNCEMENT UXC Announces Share Buy‐back

UXC Limited is pleased to announce that it intends to undertake an on‐market share buy‐back ("buy‐ back") to enable the company to buy‐back up to a maximum 10 million shares within a 12 month period. The buy‐back is part of the company's ongoing capital management strategy.
Cris Nicolli, Managing Director UXC Limited stated: "The buy‐back is an effective method of returning capital to shareholders where UXC's shares are trading at a significant discount to the underlying value of the Company. It provides good value for shareholders and ensures an efficient capital structure whilst still maintaining appropriate balance sheet capacity to fund acquisitions".
In accordance with the ASX listing rules, the prices paid for shares purchased under the buy‐back will be no more than 5% above the volume weighted average price of UXC shares over the 5 prior trading days prior to purchase. The total number of shares to be purchased by UXC under the buy‐back will depend on business and market conditions, the prevailing share price, available cash reserves and market volumes, but given current stock market pricing, is anticipated to be up to a maximum of 10 million shares. The share buy‐back is expected to commence on 17 June 2015 for a period of no more than 12 months. UXC will only buy‐back shares at such time and in such circumstances as it considers beneficial to the efficient capital management of the company.
In addition, the company may from time to time acquire UXC shares on‐market for our existing employee share plan arrangements.
The Company expects that the share buy‐back, which will be funded from existing cash reserves, will be EPS accretive.
The Appendix 3C in relation to the on‐market share buy‐back is attached to this announcement.

For more information please contact:
Mr Cris Nicolli Managing Director UXC Limited
(613) 9224 5777
Ms Iona MacPherson
Chief Financial Officer and Company
Secretary
UXC Limited
(613) 9224 5777
Toll free shareholder information line:
1800 092 092
www.uxc.com.au

ABOUT UXC LIMITED

UXC Limited is an S&P/ASX 300 listed Australian business solutions company, and the largest Australian owned ICT consultancy firm. UXC services medium to large entities in the private and public sectors across Australia and New Zealand and has operations in Asia and North America.
UXC provides a range of unique, unmatched and formidable ICT Solutions in Consulting, Business Applications and Infrastructure that support our customers to plan & design, implement & enhance, and operate & manage their ICT requirements.
UXC strives to create simplicity and meaning in a complex world through the power of people and technology, by being the leading Tier 1 Australian IT Services and Solutions Company, delivering value, innovation and responsive business outcomes with excellent people.

Appendix 3C Announcement of buy-back (except minimum holding buy-back)

Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001, 11/01/10

Rule 3.8A

Name of entity ABN/ARSN


UXC Limited 65 067 682 928

We (the entity) give ASX the following information.

Information about buy‐back

1 Type of buy‐back On‐market

2 +Class of shares/units which is the subject of the buy‐back (eg, ordinary/preference)

Ordinary Shares

3 Voting rights (eg, one for one) One for One

4 Fully paid/partly paid (and if partly paid, details of how much has been paid and how much is outstanding)

Fully Paid

5 Number of shares/units in the

+class on issue

332,978,025

6 Whether shareholder/unitholder approval is required for buy‐back

Not required

7 Reason for buy‐back Capital Management

+ See chapter 19 for defined terms.

11/01/2010 Appendix 3C Page 1

8 Any other information material to a shareholder's/unitholder's decision whether to accept the offer (eg, details of any proposed takeover bid)

Nil

On‐market buy‐back

9 Name of broker who will act on the company's behalf

Patersons Securities Limited

10 Deleted 30/9/2001.

11 If the company/trust intends to buy back a maximum number of shares ‐ that number

Note: This requires a figure to be included, not a percentage.


Up to a maximum 10,000,000 shares

12 If the company/trust intends to buy back shares/units within a period of time ‐ that period of time; if the company/trust intends that the buy‐back be of unlimited duration ‐ that intention

Twelve months from the commencement date of

17 June 2015.

13 If the company/trust intends to buy back shares/units if conditions are met ‐ those conditions

No conditions

Employee share scheme buy‐back

14 Number of shares proposed to be bought back

N/A

15 Price to be offered for shares N/A

Selective buy‐back

16 Name of person or description of class of person whose shares are proposed to be bought back

N/A

17 Number of shares proposed to be bought back

N/A

18 Price to be offered for shares N/A

Equal access scheme

19 Percentage of shares proposed to be bought back

N/A

20 Total number of shares proposed to be bought back if all offers are accepted

N/A

21 Price to be offered for shares N/A

22 +Record date for participation in offer

Cross reference: Appendix 7A, clause 9.

N/A

Compliance statement

1. The company is in compliance with all Corporations Act requirements relevant to this buy‐back.

or, for trusts only:

1. The trust is in compliance with all requirements of the Corporations Act as modified by Class Order 07/422, and of the trust's constitution, relevant to this buy‐back.

2. There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form.

Sign here: ............................................................ Date: 02 June 2015 (Company Secretary)

Print name: Iona MacPherson

+ See chapter 19 for defined terms.

11/01/2010 Appendix 3C Page 3

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