SABLE EXPLORATION AND MINING LIMITED - Announcement by SEAM of further acquisition of shares by PBNJ Trading and Consulting (Pty) Limited

Announcement by SEAM of further acquisition of shares by PBNJ Trading and Consulting (Pty) Limited

Sable Exploration and Mining Limited
(Previously known as Middle East Diamond Resources Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 2001/006539/06)
(Share Code: SXM ISIN Code: ZAE000303319)
(“SEAM” or “the company”)

Announcement by SEAM of further acquisition of shares by PBNJ Trading and Consulting
(Pty) Limited

1. INTRODUCTION

1.1   Shareholders are referred to the Firm Intention Announcement released on SENS on 8
      December 2022 (“FIA Announcement”) in which it was advised that PBNJ Trading and
      Consulting (Pty) Limited (“PBNJ”) has acquired 1,662,792 SEAM shares, representing
      38.2% of the Company’s issued ordinary share capital at a price of 100 cents per share.


1.2   As announced in the FIA announcement PBNJ intends making an offer to acquire all the
      remaining ordinary shares in SEAM not already held by it, for an offer consideration equal
      to 100 cents per SEAM share (“Offer Consideration”).


1.3   The purpose of this announcement is to advise SEAM shareholders that PBNJ has acquired
      further SEAM shares (“Announcement”).


2.    ACQUISITION OF FURTHER SHARES


2.1   In compliance with section 122(3)(b) of the Companies Act, 2008 (Act 71 of 2008) and under
      Chapter 5 of the Companies Regulation, 2011 and paragraph 3.83(b) of the JSE Listings
      Requirements, shareholders are advised that SEAM has received formal notification in the
      prescribed form that PBNJ has acquired a further 315 876 SEAM shares for a consideration
      equal to the Offer Consideration. The effective date for the share acquisition is 14 December
      2022.


2.2   After the above acquisition PBNJ now owns 1 978 668 SEAM shares representing 45.5%
      of the total issued securities of the Company.


2.3   SEAM confirms that it has received the required notice in terms of section 121.1(1)(a) of the
      Companies Act and the company has filed the required notice with the Takeover Regulation
      Panel.
3. DIRECTORS RESPONSIBILITY STATEMENT


  3.1 PBNJ, insofar as the information in this Announcement relates to PBNJ:
               •   accepts full responsibility for the accuracy of the information contained in this
                   Announcement;
               •   confirms that, to the best of its knowledge and belief, the information in this
                   Announcement is true and correct; and
               •   confirms that this Announcement does not omit anything likely to affect the
                   importance of the information disclosed.



  10.2 The SEAM Independent Board and Board, insofar as the information in this
          Announcement relates to SEAM:
               •   accepts full responsibility for the accuracy of the information contained in this
                   Announcement;
               •   confirms that, to the best of its knowledge and belief, the information contained
                   in this Announcement is true and correct; and
               •   confirms that this Announcement does not omit anything likely to affect the
                   importance of the information disclosed.




15 December 2022
Sandton


Designated Advisor
Exchange Sponsors

Date: 15-12-2022 12:10:00
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