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Update to the category 1 disposal announcement
AFRICAN DAWN CAPITAL LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1998/020520/06)
Share code: ADW
ISIN Code: ZAE000223194
("Afdawn" or "the Company")
UPDATE TO THE CATEGORY 1 DISPOSAL ANNOUNCEMENT
Shareholders are referred to the announcement dated 1 October 2024 ("Announcement")
wherein shareholders were advised that on 30 September 2024 ("Signature Date"), the
Company, through its wholly-owned subsidiary Elite Group (Pty) Limited ("Elite"), entered into
an agreement with EXG Partners (Pty) Limited (of which the beneficial owners are Vantage
Investment Group) ("EXG"), in terms of which EXG will invest R5 million through the
subscription for ordinary shares in Elite, comprising 50% of Elite's total issued capital
("Disposal") and further provide a long-term commercial loan of R15 million to Elite.
Following the Announcement, the Company would like to inform shareholders that, post the
Signature Date, there has been a change in the beneficial ownership of EXG. The current
beneficial owners of EXG are Piercore Group Holdings ("Piercore") and potential parties that
may be identified. These parties and their beneficial owners will be disclosed in the circular to
be posted to shareholders in due course. Piercore's beneficial shareholders are Mr James
Slabbert ("Mr J Slabbert"), the CEO of Afdawn, and Mr Philipp-James Slabbert ("Mr PJ
Slabbert"), the son of Mr J Slabbert. Additionally, Mr PJ Slabbert has been appointed as a
director of EXG.
By virtue of the fact that Mr PJ Slabbert is the son of Mr J Slabbert and holds a directorship in
EXG, and EXG is an associate of Mr PJ Slabbert, EXG is classified as a 'related party' in terms
of section 10 of the JSE Listings Requirements.
As indicated in the Announcement, the Disposal is classified as a category 1 transaction for
Afdawn and will require shareholder approval. As the Disposal is now deemed to be a 'related
party transaction', a circular, including a fairness opinion prepared by independent
professional expert, will be distributed to shareholders in due course. A further announcement
setting out the salient dates and times of the posting of the Category 1 Disposal circular as
well as the general meeting of Afdawn shareholders will be published in due course.
Johannesburg
24 January 2025
Designated Advisor
PSG Capital
Date: 24-01-2025 01:02:00
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