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WLO/WLN/WLOP/WLP1 - Salient details pertaining to the implementation of the PBT Group acquisition and change of sector Wooltru Limited (Registration number 1936/008278/06) JSE share code: WLO ISIN: ZAE000007993 JSE share code: WLN ISIN: ZAE000008744 JSE share code: WLOP ISIN: ZAE000008009 JSE share code: WLP1 ISIN: ZAE000008017 ("Wooltru" or "the Company") SALIENT DETAILS PERTAINING TO THE IMPLEMENTATION OF THE PBT GROUP ACQUISITION AND CHANGE OF SECTOR Shareholders are referred to the circular dated 20 September 2010 ("the circular") and the SENS announcement dated 29 October 2010 regarding the fulfilment of conditions precedent for the successful conclusion of the PBT Group acquisition, whereby Wooltru Limited ("Wooltru") acquired 100% of PBT Group (SA) (Proprietary) Limited, 100% of Stricklands Tetra Cape (Proprietary) Limited and 51% of PBT Insurance Technologies (Proprietary) Limited from PBT Holdings (Pty) Limited ("PBT Holdings") for a maximum consideration of R232 170 000 to be settled by way of an issue of 5 146 199 700 Wooltru ordinary shares at 4.51 cents per share pursuant to the re-organisation of the Company`s share capital structure that incorporates the consolidation of the authorised and issued share capital from ordinary shares of R0.00005 each to shares of R 0.001 each on the basis of 1-for-20 ordinary shares held ("the consolidation"). In terms of the acquisition agreement and the circular, the acquisition consideration will be settled in two tranches as follows: - the first tranche comprising 4 116 959 760 Wooltru ordinary shares will be allotted and issued to PBT Holdings on Thursday, 25 November 2010 and subsequently listed on the JSE Main Board at the commencement of trading on Thursday, 25 November 2010 ("the first tranche issue"); and - the second tranche comprising 1 029 239 940 Wooltru ordinary shares (post consolidation: 51 461 997 ordinary shares) will be allotted and issued to PBT Holdings on or about 28 February 2011 upon fulfilment of the profit warranty. On Monday 29 November 2010, following the first tranche issue and implementation of the consolidation as fully disclosed in the circular, the authorised share capital will comprise 450,000,000 ordinary shares of R0.001 each and issued share capital of 230 364 821 ordinary shares of R0.001 each. Change of sector The Company`s listing will be transferred from the "Financial Services - Speciality Finance" sector to the "Technology - Computer Services" sector with effect from commencement of trading on Monday, 29 November 2010 (and not Monday, 8 November 2010 as previously disclosed in the circular). The shares will trade under the abbreviated name "PBT", with the share code "PBT" and ISIN: ZAE000149712. Cape Town 5 November 2010 Sponsor: Bridge Capital Advisors (Pty) Limited Date: 05/11/2010 16:11:02 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
