SHOPRITE HOLDINGS LIMITED - Schemes finalisation and termination of listing

Schemes finalisation and termination of listing

Shoprite Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1936/007721/06)
ISIN no: ZAE 000012084
JSE share code: SHP
NSX share code: SRH
LUSE share code: SHOPRITE
(“Shoprite Holdings” or “the Company”)


Shoprite Holdings 5% cumulative preference shares (“SHP2”)
JSE Share Code: SHP2
ISIN no: ZAE000006680

Shoprite Holdings second 5% cumulative preference shares (“SHP3”)
JSE Share Code: SHP3
ISIN no: ZAE000006698

Shoprite Holdings third 5% cumulative preference shares (“SHP4”)
JSE Share Code: SHP4
ISIN no: ZAE000006706


DE-LISTING, FINALISATION ANNOUNCEMENT AND REVISED TIMETABLE FOR SCHEMES OF
ARRANGEMENT

Shareholders are referred to the announcement released on SENS on 19 October 2015 regarding
approval by the shareholders of the unrelated schemes of arrangement in terms of section 114 (1)(e) of
the Companies Act, No. 71 of 2008, as amended (“the Companies Act”) (“the Schemes”).

Shareholders are further referred to the conditions precedent to the Scheme (“Scheme Conditions
Precedent”), as detailed in the Circular dated 16 September 2015, and are hereby advised that all
Scheme Conditions Precedent have been fulfilled. As a result, the Schemes have Become Operative and
therefore the Company wishes to draw shareholders’ attention to the following important revised dates
in relation to the implementation of the Schemes.

Terms appearing in title case below that are not otherwise defined, bear the meanings assigned to them
in the Circular.
                                                                           2015

Last day to trade in order to be recorded in the
Register on                                                                Friday, 27 November

Listing of the Preference Shares suspended on the JSE from
commencement of trade on                                                   Monday, 30 November


Schemes Record Date, being the date on                                     Friday, 4 December
which the Scheme Participants must be recorded in the
Register in order to receive the relevant Scheme Consideration

Each scheme Becoming Operative on                                          Monday, 7 December

Date of payment of Scheme Consideration, to be paid
electronically or posted to Certificated Preference Shareholders
(if the Form of Surrender (pink) and Documents of Title are received
by the Transfer Secretaries on or before 12:00 on the relevant Scheme
Record Date) on                                                            Monday, 7 December


Dematerialised Scheme Participants to have their accounts
held at their CSDP or Broker debited with the Scheme Shares and credited
with the Scheme Considerations on                                          Monday, 7 December

Termination of listing of the Preference Shares on the JSE at the
commencement of trade on                                                   Tuesday, 8 December

Notes:
All times referred to above are references to South African time.
Share certificates may not be dematerialised or rematerialised after       Friday, 27 November

Cape Town
19 November 2015


Transaction Advisor and Sponsor – Bravura Capital Proprietary Limited

Legal Advisor to Shoprite – Werksmans Attorneys

Independent Expert – BDO Corporate Finance Proprietary Limited

Date: 19/11/2015 11:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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