CORESHARES INDEX TRACKER MANAGERS (RF) PROPRIETARY LIMITED - Announcement in respect of the changes by CoreShares Index Tracker Managers (RF) (Pty) Ltd (the Manager)

Announcement in respect of the changes by CoreShares Index
Tracker Managers (RF) (Pty) Ltd (“the Manager”)

CoreShares Index Tracker Managers (RF) Proprietary Limited

CoreShares Income Actively Managed ETF
Share code: INCOME
ISIN: ZAE000320990

CoreShares All Asia Actively Managed ETF
Share code: APACXJ
ISIN: ZAE000322483

Portfolios / AMETFs in the CoreShares Index Tracker Collective Investment Scheme (the “ETF
Scheme”) registered as such in terms of the Collective Investment Schemes Control Act, 45 of 2002,
managed by CoreShares Index Tracker Managers (RF) Proprietary Limited (the “Manager”).

ANNOUNCEMENT IN RESPECT OF THE CHANGES BY CORESHARES INDEX
TRACKER MANAGERS (RF) (PTY) LTD (“THE MANAGER”)

Investors are hereby notified of the following changes expected to take effect on or about 9
September 2023, subject to regulatory approval.

-     Changes to Registered Names of the Manager, the ETF Scheme AMETF Portfolios,
-     Change in Trustee/Custodian of the Manager,
-     Change to Registered Address and contact details of the Manager,
-     Change to Investment Manager of the AMETFs, and
-     Changes to the board of directors of the Manager.


1. Background

The Manager is a wholly owned subsidiary of CoreShares Holdings (Pty) Ltd (“CoreShares”) and is an
approved manager of collective investment schemes (“CIS”) in securities in terms of section 42 of
the Collective Investment Schemes Control Act, 2022 (“CISCA”) currently twenty-three (23) CIS
portfolios with nine (9) established under the CoreShares Collective Investment Scheme, twelve (12)
exchange traded funds (“ETFs”) and two (2) actively managed exchange traded funds (“AMETFs”)
established under the CoreShares Index Tracker Collective Investment Scheme (“ETF Scheme”).

10X Investments (Pty) Ltd (“10X”) acquired a 100% shareholding in CoreShares Holdings (Pty) Ltd on
31 December 2022 (“Acquisition”).

10X is an authorised Financial Services Provider (“FSP”) in terms of the Financial Advisory and
Intermediary Services Act, 37 of 2002 (“FAIS Act”) under FSP number 28250 and licensed as an
Administrator in terms of S13B of the Pension Funds Act, 24 of 1956 by the Financial Sector Conduct
Authority (“Authority”).

10X is a 100% shareholder of 10X Index Fund Managers (RF) (Pty) Ltd, an approved manager of CIS
in securities in terms of CISCA with ten (10) traditional CIS portfolios (“10X Portfolios”) established
under the 10X Index Fund Scheme.

10X is well-known as a challenger brand and consumer champion for its retirement savings products
which all have an index and outcomes-based investment underpin. This offering ties in well with
CoreShares’ complementary building block offerings, including ETFs, AMETFs, segregated mandates,
and smart beta offerings. Accordingly, all clients will benefit from the additional scale, expertise and
capacity offered by the combined entity. Scale is critical to being competitive in rules-based investing
and we anticipate that in the next few years a small number of players in South Africa will have
sufficient scale to be successful and reduce costs for South African investors.

2. Post acquisition strategic alignment, rebranding and integration

This Acquisition has created an independent, full-service, indexing and rules-based investment
specialist with more than R34 billion in combined assets under management.

A process to align the group structure, operations and service providers across the 10X and
CoreShares CIS management companies is currently underway and will ultimately see the 10X
portfolios moving across to the CoreShares CIS Manager, the rebranding of the CoreShares CIS
Manager, CIS portfolios, AMETFs and ETFs to “10X” and an alignment of key services providers
across the group to support growth, product & cost optimisation, improve client outcomes and
service, resulting in harmonised investment strategies and succinct client proposition.

3. Summary of the changes

The following name changes are expected to take effect on 10 September 2023, subject to regulatory
approval.

3.1. Changes to the registered name of the Manager, the ETF Scheme and AMETF
     Portfolios

      Current name of the Manager                     New name of the Manager                  Share    New Share
                                                                                               Code     Code
      CoreShares Index Tracker Managers (RF)          10X Fund Managers (RF) Proprietary
      Proprietary Limited                             Limited”
      CoreShares Index Tracker Collective             10X Exchange Traded Fund Scheme
      Investment Scheme

      Current name of the AMETFs                      New name of the AMETFs
      CoreShares Income Actively Managed              10X Income Actively Managed Exchange     INCOME
      Exchange Traded Fund                            Traded Fund
      CoreShares All Asia Actively Managed            10X All Asia Actively Managed Exchange   APACXJ
      Exchange Traded Fund                            Traded Fund
     Note: The ISIN numbers of the AMETF Portfolios will remain unchanged and the Portfolios will retain their trading
     history.


3.2. Change in Trustee/Custodian of the Manager

The Manager has applied to the Authority for approval to change the appointed trustee/custodian
trustee of the CoreShares Collective Investment Scheme as part of the stated plan to integrate
structures and align service providers across the 10X and CoreShares CIS management companies,
from Nedbank Limited to FirstRand Bank Limited, the trustee/custodian of the current 10X Index Fund
Scheme with effect from 9 September 2023.


3.3. Change to Registered Address and contact details of the Manager

The Registered Address of the Manager will change from Grindrod Tower, 4th floor, 8a Protea Place
Sandton 2146 to The Terraces 14th Floor, Office 01401, 34 Bree Street, Cape Town, Western Cape,
8001 with effect from 10 September 2023.

New contact details:

Tel:                +27 21 412 1010
E-mail:             info@10x.co.za

3.4. Change to Investment Manager of the ETFs

The entire CoreShares team has joined 10X, adding breadth and depth to the overall team, and
ensuring continuity for clients. As part of the integration of the investment management function and
consolidation of FAIS licenses 10X Investments (Pty) Ltd, FSP number 28250 will be appointed as the
investment manager of all portfolios, ETFs and AMETFs across the management companies, with
effect from 10 September 2023.

3.5. Changes to the board of directors of the Manager

As a result of the change in ownership the directors of the Manager will change with effect from 10
September 2023, and will consist of David Andrew Polkinghorne (newly classified as an Independent
Non-executive director), Craig Brabazon Hallowes (Independent Non-executive director), Gareth Craig
Stobie (Managing Director) with Marc Weber (Independent Non-executive director) and Caroline
Naylor – Renn (Executive Director) being newly appointed. Colin Michael Linnett has resigned from
his position as an independent non-executive director of the Manager.


3.6.     Salient dates
The JSE has granted its conditional formal approval, subject to the approval from the Financial Sector
Conduct Authority (“FSCA”) being received prior to the finalisation date.


The salient dates in respect of the name changes are set out below:

  Timeline for the implementation of the name change                        2023

  Declaration date announcement                                             Tuesday, 22 August

  Finalisation date announcement                                            Tuesday, 29 August

  Last day to trade in old name securities                                  Tuesday, 5 September

  List and trade new securities                                             Wednesday, 6 September
  (termination of trading under the old names)

  Record date                                                               Friday, 8 September

  Accounts of dematerialised securities holders updated                     Monday, 11 September
  at their CSDPs or brokers


The updated Offering Circular and updated Supplements reflecting the name changes are available
on the website at www.coreshares.co.za 


22 August 2023
Corporate advisor and sponsor:                   Grindrod Bank Limited
Trustee:                                         Nedbank Limited


Date: 22-08-2023 02:00:00
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