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Specific Share Repurchase and Winding Down of B-BBEE Share Schemes
Libstar Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2014/032444/06)
JSE share code: LBR
ISIN: ZAE000250239
("Libstar" or the "Company")
SPECIFIC SHARE REPURCHASE AND WINDING DOWN OF B-BBEE SHARE
SCHEMES
Prior to listing on the JSE Limited, the Company established and implemented a Black
Economic Empowerment transaction ("BEE Transaction") of which details were included in
the pre-listing statement ("PLS") of Libstar dated 24 April 2018.
Shareholders are advised that the Company has proceeded with the repurchase of a total of
73 049 783 ordinary shares (the "Repurchased Shares") for a nominal consideration of R0.01
per share from Business Venture Investments No 2071 (Pty) Ltd and Business Venture
Investments No 2072 (Pty) Ltd, the special purpose vehicles (BEE SPVs) owned respectively
by the Libstar Employee Share Trust established for the benefit of certain categories of
permanent employees of the Company, and the Libstar BEE Development Trust established
for the benefit of certain black-owned businesses in the value chain of the Company.
The Company exercised its option to repurchase the shares from the BEE SPVs on the
seventh anniversary of the schemes in terms of the formula set out in the Relationship
Agreement between the parties concluded in April 2018. The repurchase mechanisms were
approved by the shareholders prior to the Company's listing by way of a special resolution, as
disclosed in the PLS of the Company. It is the intention of the Company to wind down and
deregister the B-BBEE SPVs and Trusts.
The Repurchased Shares revert to the authorised but unissued shares of the Company in
accordance with section 35(5) of the Companies Act, 71 of 2008.
The JSE approved the application for the delisting of the Repurchased Shares with effect from
the commencement of business on 9 September 2025. Libstar therefore has 608 871 625
shares in issue, of which 13 059 362 are held in treasury by a subsidiary of the Company.
The cancellation of the shares increases the beneficial holding of all shareholders of the
Company.
NOTIFICATION OF AN INCREASE IN BENEFICIAL INTEREST IN SECURITIES
In compliance with section 122(3)(b) of the Companies Act 71 of 2008 ("the Companies Act"),
and paragraph 3.83(b) of the JSE Listings Requirements, shareholders are advised as follows:
Ninety One SA (Pty) Ltd ("Ninety One")
On 9 September 2025, Libstar received notification, in the prescribed form, that the
beneficial interest in the securities of the Company, held by Ninety One, on behalf of
its underlying clients, increased from 4.99% to 5.60% of the issued capital of Libstar.
APEF Pacific Mauritius Limited ("APEF")
On 10 September 2025, Libstar received notification, in the prescribed form, that the
beneficial interest in the securities of the Company, held by APEF, increased from
37.02% to 41.46% of the issued capital of Libstar.
Public Investment Corporation Soc Limited ("PIC")
On 10 September 2025, Libstar received notification, in the prescribed form, that the
beneficial interest in the securities of the Company, held by the PIC, increased from
9.99% to 10.79% of the issued capital of Libstar.
As required in terms of section 122(3)(a) of the Companies Act, the Company has filed the
required notices with the Takeover Regulation Panel.
Libstar's board of directors accepts responsibility for the information contained in this
announcement, having relied on the notice information provided in the TRP 121.1 Forms and,
to the best of its knowledge and belief, the information is accurate and complete.
Cape Town
11 September 2025
Sponsor
The Standard Bank of South Africa Limited
Date: 11-09-2025 01:39:00
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