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Dealing In Securities By An Associate Of A Director
CAPITEC BANK HOLDINGS LIMITED
Registration Number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
Share Code: CPI
ISIN Number: ZAE000035861
("Capitec")
DEALING IN SECURITIES BY AN ASSOCIATE OF A DIRECTOR
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings
Requirements, the following information, relating to the dealing in
securities by an associate of a director is disclosed.
Shareholders are referred to the announcements released on SENS on
3 August 2021, with regards to the hedging and financing transactions
(the "2021 Transactions") described therein over approximately 330,000
ordinary shares of Capitec held by Kalander Sekuriteit (Pty) Ltd
("Kalander") and the announcement released on SENS on 28 June 2024 with
regards to a new hedging and financing transaction (the "First
Transaction") concluded by an associate of Kalander, Kalander Finco 2
Proprietary Limited ("Kalander Finco") in order to refinance a portion
of the maturing 2021 Transactions.
As indicated in the 28 June 2024 announcement, Kalander Finco intended
(and still intends) to implement further transactions on substantially
similar terms in order to refinance the balance of the 2021 Transactions.
Shareholders are now advised that Kalander Finco, has implemented a
second hedging and financing transaction (the "Second Transaction") in
order to refinance a portion of the maturing 2021 Transactions, the
relevant details of which are set out below:
NAME OF DIRECTOR M S du P le Roux
NAME OF ASSOCIATE Kalander Finco
DIRECTOR'S RELATIONSHIP WITH Mr Le Roux is a director of Kalander
ASSOCIATE Finco
COMPANY OF WHICH A DIRECTOR Capitec
STATUS: EXECUTIVE/NON-EXECUTIVE Non-Executive Director
TYPE AND CLASS OF SECURITIES Ordinary Shares
NUMBER OF SECURITIES TRANSACTED 72 000
DEEMED VALUE OF SECURITIES R194 234 400.00
TRANSACTED (based on prevailing market price)
NATURE OF TRANSACTION Funded Option Transaction
DATE OF TRANSACTION 16 July 2024
PUT STRIKE PRICE R2 424.11
CAP STRIKE PRICE R4 437.19
OPTION STYLE European
EXPIRY DATE 3.38 years on average
MAXIMUM FINANCIAL OBLIGATION R174 535 920.00
NUMBER OF SHARES PROVIDED AS 72 000
SECURITY/COLLATERAL
TRADE Off-market
NATURE AND EXTENT OF Indirect, non-beneficial
THE DIRECTOR'S
INTEREST IN THE TRANSACTION
The hedging counterparty shall provide Kalander Finco with loan financing
for the duration of the Second Transaction. The maximum financial
obligation under that financing arrangement, including all interest
thereon, will never exceed the total number of shares hedged multiplied
by the put strike price. Kalander Finco will therefore always be in the
position to fully cover the liability under the financing arrangement
with the hedged shares.
Kalander Finco intends to implement further transactions on
substantially similar terms in order to refinance the balance of the
2021 Transactions and, in this regard, shareholders can expect further
announcements to be published by Capitec.
As with prior hedging and financing transactions, Kalander Finco's
intention remains to cash settle the Second Transaction. As such, all
the underlying shares will continue to be retained by Kalander Finco.
18 July 2024
Stellenbosch
Sponsor
PSG Capital
Date: 18-07-2024 05:36:00
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