PSG/CPI - PSG Group Limited/Capitec Bank Holdings Limited - Results of the
mandatory offer by PSG to all Capitec Shareholders
PSG Group Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1970/008484/06
Share Code: PSG
ISIN Code: ZAE000013017
Capitec Bank Holdings Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1999/025903/06
Share Code: CPI
ISIN Code: ZAE000035861
Shareholders are referred to the PSG mandatory offer to all Capitec
shareholders to acquire all Capitec ordinary shares not held by PSG for
an offer consideration of 1.5767 PSG shares for every 1 Capitec share
disposed of in terms of the mandatory offer, the details of which were
announced on SENS on 7 December 2009 and contained in the offer
document posted to all Capitec shareholders on 21 December 2009. The
aforementioned mandatory offer closed at 12:00 today, 15 January 2010.
Shareholders are further reminded that the mandatory offer was made for
regulatory reasons only and that same was neither fair nor reasonable
to Capitec shareholders.
Shareholders are hereby advised that in terms of the mandatory offer, PSG
received acceptances from Capitec shareholders holding 4,798 Capitec
ordinary shares and therefore PSG will issue 7,565 PSG ordinary shares
to those Capitec shareholders that accepted the offer.
Prior to the mandatory offer, PSG and its directors, who are deemed to be
acting in concert, held 35.61% of the shareholding in Capitec, of which
PSG directly held 28,856,561 Capitec ordinary shares or 34.77%. As a
result of the mandatory offer, PSG have increased their direct
shareholding in Capitec to 28,861,359 Capitec ordinary shares or
34.78%, as a result of which PSG and its deemed concert parties have
increased their shareholding in Capitec to 35.62% of the shareholding
in Capitec.
Dematerialised Capitec shareholders that accepted the mandatory offer will
have their accounts with their Central Security Depository Participant
or their broker credited on Monday, 18 January 2010.
No certificated Capitec shareholders accepted the mandatory offer.
By order of the Capitec Board By order of the PSG Board
Stellenbosch Stellenbosch
15 January 2010 15 January 2010
PSG Capital (Pty) Limited
Date: 15/01/2010 17:28:11 Produced by the JSE SENS Department.
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