NOVUS HOLDINGS LIMITED - Announcement in respect of TRP Investigation nd delayed settlement of the offer by Novus to Mustek shareholders

Announcement in respect of TRP Investigation nd delayed settlement of the offer by Novus to Mustek shareholders

NOVUS HOLDINGS LIMITED                           MUSTEK LIMITED
(Incorporated in the Republic of South Africa)   Incorporated in the Republic of South Africa
(Registration number: 2008/011165/06)            (Registration number: 1987/070161/06)
JSE share code: NVS                              Share Code: MST
ISIN: ZAE000202149                               ISIN: ZAE000012373
("Novus")                                        ("Mustek")

ANNOUNCEMENT IN RESPECT OF TRP INVESTIGATIION AND DELAYED SETTLEMENT OF THE
OFFER BY NOVUS TO MUSTEK SHAREHOLDERS

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

1.      INTRODUCTION

        1.1.    Shareholders of Mustek ("Mustek Shareholders") are referred to the firm intention
                announcement released by Novus on SENS on 15 November 2024 and the subsequent
                announcements regarding the mandatory offer by Novus to Mustek Shareholders (the
                "Mandatory Offer"). Mustek Shareholders are also referred to the combined officer circular
                outlining details of the Mandatory Offer ("Circular"), which was distributed on Friday, 30 May
                2025. Copies of the Circular are available on Novus' website at
                https://novus.holdings/investor-centre/ and Mustek's website at https://mustek.co.za/investor/.

        1.2.    Unless otherwise specified, capitalised terms utilised herein shall bear the meaning ascribed
                thereto in the "Interpretation and Definitions" section of the Circular.

2.      SETTLEMENT OF ACCEPTANCES UNDER THE MANDATORY OFFER AND OBTAINING OF A
        CERTIFICATE OF COMPLIANCE FROM THE TRP

        2.1.    Novus indicated to Mustek Shareholders in the Circular that it anticipates receiving a certificate
                of compliance from the TRP on Friday, 1 August 2025.

        2.2.    However, the TRP has received certain complaints and, after considering these complaints,
                the TRP has initiated an investigation ("TRP Investigation") into, inter alia, Novus' and
                Mustek's conduct in relation to the Mandatory Offer. Novus and Mustek are engaging with the
                TRP to resolve the TRP Investigation as soon as possible and will provide Mustek
                Shareholders with updates when appropriate.

        2.3.    Mustek Shareholders are advised that the TRP cannot issue a certificate of compliance whilst
                the TRP Investigation is ongoing and accordingly, in the absence of obtaining a certificate of
                compliance from the TRP, pursuant to the provisions of Regulation 102(13)(b) of the Takeover
                Regulations, Novus, as the offeror, cannot proceed to implement or give effect to (i) the
                Mandatory Offer; and/or (ii) the Comparable Offer, until such time as the TRP has issued a
                compliance certificate. Accordingly, Novus cannot commence settling the Offer Consideration
                and/or the Comparable Offer Consideration.

3.      IMPLICATIONS FOR MUSTEK SHAREHOLDERS AND SAR PARTICIPANTS

        Accordingly,

        3.1.    Mustek Shareholders who have accepted, or intend to accept, the Mandatory Offer; and

        3.2.    SAR Participants who have accepted, or intend to accept, the Comparable Offer,

        should note that settlement of the Offer Consideration will only occur after the TRP has issued the
        required compliance certificate. As mentioned in the SENS announcement dated 30 May 2025, a
        further announcement will be made as soon as the compliance certificate has been obtained from the
        TRP, whereafter Novus will proceed to settle the Offer Consideration and the Comparable Offer, as
        the case may be, on the basis set out in the Circular, subject to an updated timetable to be announced
        at that time.

4.      NOVUS RESPONSIBILITY STATEMENT

        Novus, to the extent that the information relates directly to Novus:

        4.1.    accepts responsibility for the information contained in this announcement;

        4.2.    confirms that to the best of its knowledge and belief, the information contained in this
                announcement is true and correct; and

        4.3.    confirms that this announcement does not omit anything likely to affect the importance of the
                information contained in it.

5.      MUSTEK INDEPENDENT BOARD ("IB") RESPONSIBILITY STATEMENT

        The Mustek IB accepts responsibility for the information contained in this announcement as it relates
        to Mustek. To the best of the Mustek IB's knowledge and belief, the information contained in this
        announcement is true and nothing has been omitted which is likely to affect the importance of the
        information.

1 August 2025

Sponsor to Novus
PSG Capital

Sponsor to Mustek
Deloitte & Touche Sponsor Services Proprietary Limited

Legal Advisor to Novus
ENS

Legal Advisor to Mustek
Webber Wentzel

Date: 01-08-2025 11:45:00
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