CPI PSG
 
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
 
("PSG")
 
Capitec Bank Holdings Limited
 
(Incorporated in the Republic of South Africa)
 
Registration Number: 1999/025903/06
 
Share Code: CPI
 
ISIN Code: ZAE000035861
 
("Capitec")
 
RESULTS OF THE MANDATORY OFFER BY PSG TO ALL CAPITEC SHAREHOLDERS
 
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
 
Sponsor
 
PSG Capital (Pty) Limited
 
Date: 15/01/2010 17:28:11 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.