Distribution Of Annual Report, Notice Of Annual General Meeting And Updated Sum-Of-The-Parts Value Per Share
 
 
PSG GROUP LIMITED
 
(Incorporated in the Republic of South Africa)
 
(Registration number: 1970/008484/06)
 
JSE Limited share code: PSG
 
ISIN code: ZAE000013017
 
LEI code: 378900CD0BEE79F35A34
 
(“PSG Group”)
 
 
DISTRIBUTION OF ANNUAL REPORT, NOTICE OF ANNUAL GENERAL MEETING AND
 
UPDATED SUM-OF-THE-PARTS VALUE PER SHARE
 
 
1. DISTRIBUTION OF ANNUAL REPORT
 
 
Shareholders are advised that PSG Group’s annual report for the year ended 29 February 2020
 
(“the Annual Report”), containing the audited summary consolidated annual financial
 
statements for the year ended 29 February 2020, was dispatched to shareholders today,
 
Wednesday, 17 June 2020. The Annual Report, as well as PSG Group’s full set of audited
 
annual financial statements for the year ended 29 February 2020, are also available on PSG
 
Group’s website at http://psggroup.co.za/investor-relations/reports/.
 
 
2. NOTICE OF ANNUAL GENERAL MEETING
 
 
Notice is hereby given that the annual general meeting of PSG Group ordinary shareholders will
 
be held at 11:00 on Friday, 17 July 2020 (“the AGM”) to transact the business set out in the
 
notice of the AGM on pages 89 to 98 of the Annual Report.
 
 
The date on which shareholders must be recorded as such in the share register to be eligible to
 
vote at the AGM is Friday, 10 July 2020, with the last day to trade being Tuesday, 7 July 2020.
 
 
As a result of the impact of the COVID-19 pandemic and the restrictions placed on public
 
gatherings, the AGM will be conducted entirely by electronic participation through the Lumi App
 
or website (https://web.lumiagm.com/), as contemplated in section 63(2)(a) of the Companies
 
Act, 2008 (Act No. 71 of 2008). The Lumi App can be downloaded from either the Apple App
 
Store or Google Play Store by searching for “Lumi AGM”.
 
 
Participation process
 
 
Shareholders who wish to vote on the resolutions to be tabled at the AGM should follow the
 
process set out in the notice of the AGM on pages 89 to 90 of the Annual Report.
 
 
Shareholders who do not wish to vote or non-shareholders who wish to attend the AGM as
 
guests, may follow the AGM proceedings through either the Lumi App or website
 
(https://web.lumiagm.com/) using the meeting ID number: 173-434-487. As part of the
 
registration process, such individuals will be requested to provide their name, surname and
 
email address.
 
 
The Lumi App and website provide both shareholders and guests with the opportunity to raise
 
questions during the AGM by way of the built-in question functionality.
 
 
3. UPDATED SUM-OF-THE-PARTS VALUE PER SHARE
 
 
PSG Group, an investment holding company, continues to use, inter alia, the sum-of-the-parts
 
(“SOTP”) value per share as benchmark to measure performance. The calculation of PSG
 
Group’s SOTP value per share is simple and requires limited subjectivity as more than 95% of
 
the value is calculated using JSE-listed share prices, while other investments are included at
 
internal valuations.
 
 
As previously communicated, in order to provide investors with an up to date indicative SOTP
 
value per share, PSG Group’s website (www.psggroup.co.za) contains an online tool whereby
 
PSG Group’s SOTP value per share is calculated using approximately 15-minute delayed JSE-
 
listed share prices for its listed investments, while all other information is updated when material
 
changes occur. The SOTP value per share does not take into account factors such as size of
 
shareholdings, liquidity of the underlying assets, head office operating profit/loss and other
 
potential factors.
 
 
PSG Group management would like to advise that subsequent to announcing the final terms of
 
the Capitec Bank Holdings Limited (“Capitec”) unbundling to the market, PSG disposed of 1.7m
 
Capitec shares not forming part of the unbundling, thereby reducing PSG Group’s 30.7% interest
 
in Capitec to 29.2% and adding a further R1.2bn in cash net of tax to PSG Group’s balance
 
sheet. It is for this reason that PSG Group’s SOTP value per share calculation has been updated
 
and accordingly PSG Group management would like to advise that as at the close of business
 
on Friday, 12 June 2020, the SOTP value per share was R207.15. Pursuant to the
 
aforementioned disposal of Capitec shares and upon conclusion of the Capitec unbundling, PSG
 
Group will retain an interest of 2.8% in Capitec.
 
 
The information provided is for general information purposes only and does not constitute an
 
offer to sell any securities or constitute investment advice relating to securities or a
 
representation that the security is a suitable or appropriate investment for any person or
 
warrants any share price value in any form. Investors are advised to give independent
 
consideration to and conduct independent investigation with regards to this information and the
 
value of PSG Group shares, and to obtain investment advice from their independent financial
 
advisors. The information contained in this announcement has not been reviewed or reported
 
on by the external auditor of PSG Group.
 
 
Stellenbosch
 
17 June 2020
 
 
Sponsor
 
PSG Capital
 
 
Independent sponsor
 
UBS South Africa
 
 
Date: 17-06-2020 05:30:00
 
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