Unbundling Of Capitec Shareholding – Results Of General Meeting
 
 
PSG GROUP LIMITED
 
(Incorporated in the Republic of South Africa)
 
(Registration number: 1970/008484/06)
 
JSE Limited (“JSE”) share code: PSG
 
ISIN code: ZAE000013017
 
LEI code: 378900CD0BEE79F35A34
 
(“PSG Group” or “the Company”)
 
 
UNBUNDLING OF CAPITEC SHAREHOLDING – RESULTS OF GENERAL MEETING
 
 
Shareholders are referred to the Company’s various announcements released on SENS
 
(“Announcements”) regarding the intended distribution by PSG Group of 32 502 856 ordinary
 
shares held by it in the issued ordinary share capital of Capitec Bank Holdings Limited
 
(“Capitec”), comprising approximately 28.11% of the total issued ordinary share capital of
 
Capitec, to PSG Group ordinary shareholders (“Shareholders”) by way of a pro rata
 
distribution in specie, in the ratio of 14 Capitec shares for every 100 PSG Group shares held
 
(“PSG Group Unbundling”), as well as to the Company’s circular in this regard, dated 1 July
 
2020 (“Circular”).
 
 
Capitalised terms used below and that are not otherwise defined, bear the meanings ascribed
 
to them in the Circular. The disclaimers set out in the Announcements and the Circular apply
 
to this announcement.
 
 
Shareholders are hereby advised that at the General Meeting of the Company held entirely by
 
electronic communication at 10:30 today, Thursday, 30 July 2020, all of the special and
 
ordinary resolutions were passed by the requisite majority of Shareholders.
 
 
Details of the results of the voting at the General Meeting are as follows:
 
 
Resolutions Votes for Votes Number of Number of Number of
 
proposed at resolution against Shares Shares Shares
 
the General as a resolution voted at the voted as a abstained
 
Meeting percentage as a General percentage as a
 
of total percentage Meeting of the votes percentage
 
number of of total exercisable of the votes
 
Shares number of at the exercisable
 
voted at the Shares General at the
 
General voted at the Meeting General
 
Meeting General Meeting
 
Meeting
 
 
Special 99.99% 0.01% 153 833 486 70.50% 0.01%
 
Resolution
 
Number 1:
 
Approval of
 
the PSG
 
Group
 
Unbundling
 
 
Special 99.55% 0.45% 153 823 986 70.49% 0.01%
 
Resolution
 
Number 2:
 
Approval of
 
fees for
 
Independent
 
Board
 
members
 
 
Ordinary 99.99% 0.01% 153 831 097 70.50% 0.01%
 
Resolution
 
Number 1:
 
Granting of
 
Directors’
 
authority
 
 
The total number of Shares in issue (net of treasury Shares) as at the date of the General
 
Meeting was 218 209 484 .
 
 
Shareholders are advised that the PSG Group Unbundling remains subject to various
 
conditions precedent, as contemplated in the Circular.
 
 
As previously communicated on SENS, the intended implementation date of the PSG Group
 
Unbundling is Monday, 31 August 2020. The final dates for the implementation of the PSG
 
Group Unbundling will be communicated on SENS on Monday, 17 August 2020.
 
 
Stellenbosch
 
30 July 2020
 
 
 
Transaction Advisor and Sponsor Independent Sponsor
 
PSG Capital Proprietary Limited UBS South Africa Proprietary Limited
 
 
Date: 30-07-2020 02:35:00
 
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 
information disseminated through SENS.