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ASCENDIS HEALTH LIMITED - Transfer to the General Segment of the Main Board of the JSE Limited

Release Date: 23/10/2024 09:25
Code(s): ASC     PDF:  
Wrap Text
Transfer to the General Segment of the Main Board of the JSE Limited

ASCENDIS HEALTH LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2008/005856/06)
Share code: ASC
ISIN: ZAE000185005
("Ascendis" or "the Company")


TRANSFER TO THE GENERAL SEGMENT OF THE MAIN BOARD OF THE JSE LIMITED


The board of directors of Ascendis is pleased to announce that the Company's application to
transfer its listing to the General Segment of the Main Board of the JSE Limited ("JSE") has
been approved by the JSE with effect from 25 October 2024. Consequently, Ascendis will now
be classified as being a primary issuer listed in the General Segment of the JSE list from such
date.

In terms of paragraph 4.62 of the JSE Listings Requirements ("Listings Requirements"),
classification in the General Segment allows the following:

   •   an automatic annual rolling general authority to issue shares for cash without
       shareholders' approval, representing up to 10% of the issuer's issued share capital;

   •   shareholders' approval is not required for a general repurchase authority;

   •   shareholders' approval is not required for a specific repurchase authority, subject to it
       not involving related parties and not exceeding 20%;

   •   fairness opinions are not required for related party corporate actions and transactions,
       with more focus being placed on governance arrangements and transparency and the
       exclusion from voting for related parties and associates;

   •   issuers are only required to prepare annual reports within four months, with no
       obligation to release results announcements within three months;

   •   the preparation of pro forma financial information is not required for
       transaction/corporate actions, but rather the inclusion of a detailed narrative on the
       impact of the transaction/corporate action on the financial statements;

   •   the threshold for the categorisation of a transaction as category 1 is increased to a
       percentage ratio of 50%; accordingly a transaction where a percentage ratio is 5% or
       more but less than 50% will be categorised as a category 2 transaction;

   •   shareholders' approval and a circular is not required for transactions by a subsidiary
       that is listed on the JSE;

   •   the subject of a category 1 transaction requires two years audited historical financial
       information;

   •   the small-related party transaction percentage ratio is 3% and less than or equal to
       10%;

   •   a material shareholder for related party classification purposes is 20%; and

   •   a pre-listing statement is triggered for share issuances exceeding 100% over a three-
       month period.

The provisions above have the specified different application to the General Segment as
stated and the remainder of the provisions of the Listings Requirements continue to apply to
the Company.

Application by the Company of the General Segment provisions is subject to the amendment
of the Company's memorandum of incorporation, where applicable.

Johannesburg
23 October 2024

Sponsor
Valeo Capital (Pty) Ltd

Date: 23-10-2024 09:25:00
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