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ITALTILE LIMITED - Partial Release of Shares Pledged by a Director

Release Date: 07/04/2025 14:11
Code(s): ITE     PDF:  
Wrap Text
Partial Release of Shares Pledged by a Director

ITALTILE LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1955/000558/06)
Share code: ITE  ISIN: ZAE000099123
("Italtile" or "the Company")


PARTIAL RELEASE OF SHARES PLEDGED BY A DIRECTOR


Shareholders are referred to the 'Pledge of Shares by a Director' announcement released on SENS on 28 June
2024 ("Announcement") regarding the conclusion of a pledge and cession in security agreement ("Pledge")
in terms of which Dzana Investments Proprietary Limited ("Dzana"), a company of which Ms Nkateko Khoza, a
non-executive director of Italtile, is the Chief Executive Officer and a 20% shareholder, and through which she
holds an indirect beneficial interest in Italtile, pledged and ceded in security, 3 397 264 Italtile ordinary shares
("Pledged Shares") to and in favour of Rallen Proprietary Limited ("Rallen").

The Pledged Shares served as security for Dzana's financial obligations towards Rallen under the guarantee
("Guarantee") provided by Dzana to Rallen in terms of which Dzana had guaranteed the repayment of a loan
("Loan") made by Rallen to Hoyohoyo Hotels and Resorts Proprietary Limited ("Hoyohoyo"), a company whose
shareholders are Ms Khoza's extended family.

As indicated in the Announcement, the repayment of the Loan is due by 28 June 2025, unless Rallen agrees
to the extension of the term of the Loan.

In compliance with paragraphs 3.63 to 3.74 (both inclusive) of the Listings Requirements of the JSE Limited,
the following information is disclosed:

Name of director:                               Ms Nkateko Khoza
Company:                                        Italtile
Class of securities:                            Ordinary shares
Extent of director's interest:                  Indirect beneficial
Clearance to deal:                              Yes
Transaction date:                               7 April 2025
Nature of transaction:                          In terms of an agreement concluded between Dzana, Hoyohoyo
                                                and Rallen, Dzana has obtained the written consent of Rallen for
                                                the release of such number of the Pledged Shares from the
                                                Pledge, in respect of which the aggregate purchase price will not
                                                exceed ZAR10,000,000 ("Subject Pledged Shares"), for the sole
                                                purpose of enabling Dzana to dispose of such Subject Pledged
                                                Shares on the open market by no later than 30 April 2025.
Nature of the financial obligation:             Dzana has guaranteed the repayment of the Loan made to
                                                Hoyohoyo by Rallen as per the Announcement.
Term of the financial obligation:               The term of the Loan as per the Announcement remains
                                                unchanged.
Amount of the financial obligation:             The outstanding financial obligation under the Loan as at
                                                31 March 2025 is ZAR42,803,961.49

The disposal of the Subject Pledged Shares, which will occur at a future date, will be announced separately
in accordance with, inter alia, paragraph 3.63 of the Listings Requirements of the JSE Limited.


Johannesburg
7 April 2025

Sponsor
Merchantec Capital

Date: 07-04-2025 02:11:00
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