Wrap Text
WBHO’S proposed Broad-Based Black Economic Empowerment ownership transaction
WILSON BAYLY HOLMES - OVCON LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1982/011014/06)
Share code: WBO
ISIN: ZAE000009932
(“WBHO or “Company”)
WBHO’S PROPOSED BROAD-BASED BLACK ECONOMIC EMPOWERMENT (“B-BBEE”)
OWNERSHIP TRANSACTION
1. Introduction and rationale
1.1. WBHO is committed to advancing all B-BBEE elements set out in the 2017 Construction
Sector Code.
1.2. From an ownership perspective, the WBHO group believes that black equity ownership in
WBHO advances economic transformation, enhances the economic participation of black
people in the South African economy and plays an important role in the competitiveness
and growth of the WBHO group.
1.3. In 2006, WBHO entered into a B-BBEE ownership transaction (“2006 B-BBEE Ownership
Transaction”) with Akani Investment Holdings Proprietary Limited (“Akani 1”). The 2006
B-BBEE Ownership Transaction will shortly expire and be wound up. Prior to expiry of the
2006 B-BBEE Ownership Transaction:
1.3.1. Ordinary Shares in WBHO (“WBHO Shares”) and/or cash which vests, on the
terms set-out in the 2006 B-BBEE Ownership Transaction, in the remaining
participants will be distributed to them, whereafter they will cease to be
participants; and
1.3.2. WBHO will repurchase the remaining WBHO Shares held by Akani 1.
1.4. As part of its ongoing and continued commitment to transformation and B-BBEE
ownership, and subject to the Conditions Precedent (as defined in paragraph 6 below),
WBHO has now entered into a number of agreements with K2021474434 Proprietary
Limited (“Akani 2”), the trustees of the WBHO Broad-Based Employee Share Incentive
Trust (“BBESI Trust”), the trustees of The Akani Share Incentive Trust (“ASI Trust”), and
the trustees of The Akani Defined Beneficiary Trust (“ADB Trust”) comprising the
establishment of a new B-BBEE ownership transaction, referred to hereinafter as the
“WBHO B-BBEE Ownership Transaction”.
1.5. Akani 2 is a special purpose vehicle to be utilised specifically for the WBHO B-BBEE
Ownership Transaction.
1.6. The BBESI Trust is the existing broad-based ownership scheme utilised in the 2006 B-
BBEE Ownership Transaction, the trust deed of which will, after implementation of the
aforementioned unwind of the 2006 B-BBEE Ownership Transaction, be amended and
restated to facilitate the BBESI Trust’s participation in the WBHO B-BBEE Ownership
Transaction. The BBESI Trust holds cash reserves derived over the course of the 2006 B-
BBEE Ownership Transaction from unallocated WBHO Shares. Pursuant to the terms of
the 2006 B-BBEE Ownership Transaction this cash must be deployed for the benefit of
third parties with at least 90% of the benefit to accrue to black people. WBHO understands
that the Trustees of the BBESI Trust might elect to deploy a significant portion of this cash
to acquire WBHO Shares on the open market.
1.7. Any WBHO shares held by the BBESI Trust would be regarded as not being held by the
public. The JSE Listings Requirements state that shares beneficially held, whether directly
or indirectly, by share schemes established for the benefit of employees of the WBHO
group will not be regarded as being held by the public.
1.8. Under the WBHO B-BBEE Ownership Transaction, the BBESI Trust will operate for the
benefit of its beneficiaries, being the employees of the WBHO group up to junior
management level who meet certain minimum qualifying criteria including having been
employed by the WBHO group for a minimum of five years and not participating in other
WBHO share-based incentive schemes.
1.9. The ASI Trust is a newly established employee share ownership plan which will operate
for the benefit of employees of the WBHO group above junior management level who meet
certain minimum qualifying criteria including those set out above for the BBESI Trust, but
specifically excluding prescribed officers of the WBHO group and directors on the board of
directors of WBHO (“WBHO Board”).
1.10. The ADB Trust is a newly established broad-based ownership scheme which will operate
for the benefit of:
1.10.1. black women;
1.10.2. youth; and
1.10.3. black people (including black women and youth) living in rural and under-
developed areas,
by undertaking programmes aimed at furthering, amongst other things, their education and
skills development.
1.11. The ordinary shares in Akani 2 (“Akani 2 Ordinary Shares”) will initially be held as to:
1.11.1. 90% thereof by the BBESI Trust;
1.11.2. 8% thereof by the ASI Trust; and
1.11.3. 2% thereof by the ADB Trust.
1.12. These proportions may change from time to time by way of the issue of additional Akani 2
Ordinary Shares to the BBESI Trust, the ASI Trust and/or the ADB Trust. This will allow
WBHO the flexibility to meet its B-BBEE ownership targets from time to time if and as B-
BBEE laws or regulations or tender requirements change. Each additional Akani 2 Ordinary
Share will be issued at a price of ZAR0.01 per share, coupled with a notional vendor
funding arrangement.
2. Issues of WBHO Shares to Akani 2
2.1. The WBHO B-BBEE Ownership Transaction will be implemented by way of the issue from
time to time of WBHO Shares to Akani 2 for cash, constituting a specific issue of shares
for cash in terms of paragraph 5.50(a) of the Listings Requirements ("JSE Listings
Requirements") of the JSE Limited ("JSE") ("Specific Issues"). This will require WBHO
shareholder approval by way of a special resolution.
2.2. WBHO will:
2.2.1. issue 4,500,000 WBHO Shares to Akani 2 (“Subscription Shares”) on the
first date of implementation of the WBHO B-BBEE Ownership Transaction
(“Initial Subscription Date”) at a price of ZAR0.01 per share; and
2.2.2. have the option (“Subscription Option”), in order to maintain WBHO’s
targeted and competitive black ownership levels in a tender based market, to
issue additional tranches of WBHO Shares to Akani 2 from time to time on
and after the Initial Subscription Date until the 15th anniversary of the Initial
Subscription Date, , subject to a maximum limit on the number of WBHO
Shares that can be issued from time to time calculated in accordance with the
formula in paragraph 2.10 below, also at a price of ZAR0.01 per share
(“Subscription Option Shares”).
2.3. The issue of each Subscription Share and Subscription Option Share will be coupled with
the following notional vendor funding arrangements:
2.3.1. the starting amount of the notional vendor funding per share for the
Subscription Shares and each tranche of Subscription Option Shares will be
an amount determined by subtracting ZAR0.01 from the 30-day volume
weighted average price (“VWAP”) of a WBHO Share with reference to the
relevant share issue date;
2.3.2. the period (“Notional Funding Period”) in which the notional funding
attaching to the Subscription Shares is required to be reduced to zero is 15
years from the Initial Subscription Date. The Notional Funding Period for each
tranche of Subscription Option Shares is 3 years from issue date (or a longer
period agreed between WBHO and Akani 2 which cannot end later than the
expiry of the aforementioned 15 year period);
2.3.3. the outstanding notional vendor funding amount in relation to the Subscription
Shares, or a tranche of Subscription Option Shares, will increase or decrease
over the relevant Notional Funding Period on the basis set out in a notional
funding formula (“Notional Funding Formula”), increasing at an escalation
rate of prime as at the relevant issue date plus 1% (though WBHO can agree
to reduce this rate) and decreasing due to the suspension of certain of Akani
2’s rights (as set out in paragraphs 2.7 and 2.8 below).
2.4. If the outstanding notional vendor funding amount in respect of:
2.4.1. the Subscription Shares has not been reduced to zero by the time of expiry of
the Notional Funding Period of the Subscription Shares, the WBHO B-BBEE
Ownership Transaction agreements entitle WBHO to repurchase, at a price of
ZAR0.01 per share, such number of the Subscription Shares as is calculated
in accordance with the Notional Funding Formula, taking into account the then
VWAP of WBHO Shares; or
2.4.2. a tranche of Subscription Option Shares has not been reduced to zero by the
time of expiry of the Notional Funding Period of that tranche of Subscription
Option Shares, WBHO will be entitled to repurchase, at a price of ZAR0.01
per share, such number of that tranche of Subscription Option Shares as is
calculated in accordance with the Notional Funding Formula, taking into
account the then VWAP of WBHO Shares.
2.5. WBHO is entitled to reduce the length of the Notional Funding Period (and so accelerate
the repurchase of a number of WBHO Shares determined using the Notional Funding
Formula):
2.5.1. if a transaction (if any) is proposed at any time in the future, or an agreement
(if any) is entered into at any time in the future, which will result in the WBHO
Shares ceasing to be listed on the JSE; or
2.5.2. in certain limited circumstances if a change or changes in the B-BBEE laws
and regulations occurs that adversely impact the intended outcomes of the
WBHO B-BBEE Ownership Transaction.
2.6. WBHO and/or WBHO Construction Proprietary Limited, a wholly-owned subsidiary of
WBHO, (“WBHO Construction”) will provide Akani 2 with the nominal funding it requires
to pay the subscription prices of the Subscription Shares and Subscription Option Shares.
This funding will be provided by way of subscriptions by WBHO and/or WBHO Construction
for class B shares in Akani 2 (“Class B Shares”). A Class B Share will not confer any right
to vote on any matter, other than on a resolution to amend the preferences, rights,
limitations and other terms associated with the Class B Shares, and will confer no
economic benefits other than an entitlement, in a winding-up of Akani 2, subject to the
debts and liabilities of Akani 2 and the costs of the liquidation having been paid, to an
amount of ZAR0.01 prior to any distribution to the holders of Akani 2 Ordinary Shares.
2.7. Each Subscription Share will rank pari passu in all respects with each other issued WBHO
Share upon issue. Notwithstanding this, Akani 2 has agreed that, as a term of the issue of
each Subscription Share, the following suspensions will apply until the outstanding notional
funding amount is reduced to zero:
2.7.1. Akani 2 will, in relation to each Subscription Share, only be entitled to 65% (or
such other percentage agreed to by WBHO and Akani 2 from time to time) of
the amount per WBHO Share of, or 65% (or such other percentage agreed to
by WBHO and Akani 2 from time to time) of the assets per WBHO Share
comprising, each distribution per WBHO Share declared by WBHO;
2.7.2. in the event of a WBHO capitalisation issue, Akani 2 will, in relation to each
Subscription Share, not be entitled to receive a cash payment (if that is offered
as an alternative to WBHO Shares) and only be entitled to receive 65% (or
such other percentage agreed to by WBHO and Akani 2 from time to time) of
the ratio of WBHO Shares per WBHO Share constituting the capitalisation
issue; and
2.7.3. Akani 2 will, in relation to the Subscription Shares, not be entitled to subscribe
for WBHO Shares under a WBHO rights offer.
2.8. Each Subscription Option Share will also rank pari passu in all respects with each other
issued WBHO Share upon issue. Notwithstanding this, Akani 2 has agreed that, as a term
of the issue of each tranche of Subscription Option Shares, the same suspensions as those
set out in paragraph 2.7 above will apply until the outstanding notional funding amount in
respect of that tranche is reduced to zero, save that each reference in paragraph 2.7 to
65% should, in the case of the Subscription Option Shares, be read as 35%.
2.9. Notwithstanding anything to the contrary in this announcement, this announcement does
not constitute or form part of any offer, or invitation for or solicitation of any offer, to
purchase, otherwise acquire, subscribe for, sell, otherwise dispose of, or issue, any
security in any jurisdiction .
2.10. The maximum number of WBHO Shares that can be issued upon an exercise of the
Subscription Option (“Applicable Share Option Exercise”) will be calculated in
accordance with the following formula:
U = V - X + Y
where:
U = the maximum number of Subscription Option Shares which can be issued
pursuant to an Applicable Share Option Exercise;
V = 14 239 247 WBHO Shares;
X = the total number of Subscription Option Shares issued by WBHO to Akani 2
pursuant to exercise/s of the Subscription Option that precede the Applicable
Share Option Exercise; and
Y = the total number of those of the Subscription Option Shares referred to in “X”
which have been repurchased by WBHO prior to the Applicable Share Option
Exercise.
2.11. It is contemplated that, in addition to the Subscription Shares, approximately 9,500,000 to
10,200,000 Subscription Option Shares will be issued on the Initial Subscription Date,
bringing the total number of WBHO Shares contemplated to be issued on the Initial
Subscription Date to approximately 14,000,000 to 14,700,000, which will constitute c. 19.8-
21% of WBHO’s enlarged issued share capital – the final number of Subscription Option
Shares to be issued on the Initial Subscription Date will be specified in the circular to
WBHO shareholders (“WBHO Shareholders”) referred to in paragraph 8 below.
2.12. For information purposes only, it is recorded that if the maximum of 14,239,247
Subscription Option Shares were to be issued to Akani 2 on the Initial Subscription Date
(together with the 4,500,000 Subscription Shares), Akani 2 would hold c. 24.9% of WBHO’s
enlarged issued share capital (based on the assumption that upon the unwind of the 2006
B-BBEE Ownership Transaction, c. 3,372,000 WBHO Shares are repurchased and
cancelled). It is important to point out however that:
2.12.1. not all the Subscription Option Shares will be issued on the Initial Subscription
Date;
2.12.2. not all the Subscription Option Shares will necessarily be issued over the term
of the WBHO B-BBEE Ownership Transaction; and
2.12.3. because each tranche of Subscription Option Shares has a Notional Funding
Period of only 3 years, it is contemplated that some of each tranche of
Subscription Option Shares will be repurchased periodically as Notional
Funding Periods expire (if the outstanding notional funding amount has not
been reduced to zero),
and, so, WBHO Shareholders should not assume that the maximum of 14,239,247
Subscription Option Shares will be issued or that Akani 2 will necessarily hold as much as
24.9% of WBHO’s enlarged issued share capital at any point in time during the 15 year
period.
3. Lock-in periods
3.1. Akani 2 has agreed to cede in securitatem debiti (not “out-and-out”) its right, title and
interest in and to its bank account and WBHO Shares, and to pledge its WBHO Shares, to
WBHO as security for Akani 2’s obligations to WBHO under the WBHO B-BBEE Ownership
Transaction agreements. Similar cessions in securitatem debiti have been furnished by the
BBESI Trust, the ASI Trust and the ADB Trust to WBHO in relation to their bank accounts
and Akani 2 Ordinary Shares.
3.2. Without derogating from WBHO’s rights under the Specific Repurchases referred to in
paragraph 4.1 below and save for the cession in securitatem debiti referred to in paragraph
3.1 above, Akani 2 will not be permitted to dispose of or encumber its WBHO Shares
(without WBHO consent) until a period (“Lock-in Period”) expiring shortly after the expiry
of the relevant Notional Funding Period.
3.3. Save for the cessions in securitatem debiti referred to in paragraph 3.1 above, the BBESI
Trust, the ASI Trust and the ADB Trust will not be permitted to dispose of or encumber
their Akani 2 Ordinary Shares (without WBHO consent) until Akani 2 ceases to beneficially
own WBHO Shares.
4. The Specific Repurchases
4.1. WBHO will be seeking WBHO shareholder approval, by way of a special resolution, to
repurchase WBHO Shares issued under the WBHO B-BBEE Ownership Transaction in the
following circumstances (these constituting specific repurchases in terms of paragraph
5.69 of the JSE Listings Requirements) ("Specific Repurchases"):
4.1.1. if the outstanding notional funding attached to the Subscription Shares or a
tranche of Subscription Option Shares is not reduced to zero by the time of
expiry of the relevant Notional Funding Period (including in the circumstances
referred to in paragraph 2.5 above);
4.1.2. in the event of material defaults by, or the occurrence of certain insolvency
events in relation to, Akani 2; and
4.1.3. pursuant to a pre-emptive right ("Pre-emptive Right Repurchase") WBHO
has to repurchase WBHO Shares, should Akani 2 wish to sell WBHO Shares
after their Lock-in Period expires.
4.2. Given (i) the short length of the Notional Funding Period attaching to each tranche of
Subscription Option Shares which are issued from time to time, and (ii) the expectation
that, in order to maintain WBHO’s targeted and competitive Black ownership levels in a
tender based market, WBHO will issue additional Subscription Option Shares as and when
it effects Specific Repurchases contemplated in paragraph 4.1.1, above, the aggregate of
a series of Specific Repurchases over the 15 year term of the WBHO B-BBEE Ownership
Transaction, will, in the WBHO Board’s opinion, in total and in aggregate (over the 15 year
term of the WBHO B-BBEE Ownership Transaction) result in the acquisition by WBHO in
total and aggregate of more than 5% of the issued WBHO Shares. The WBHO Board has
undertaken, by way of board resolution, that, notwithstanding any discretion it has under
the WBHO B-BBEE Ownership Transaction agreements to not implement a Specific
Repurchase contemplated in paragraph 4.1.1 above, it will, subject to any required
regulatory approvals and noting the provisions of paragraph 0 below, repurchase those
WBHO Shares which it is so entitled to repurchase by way of the Specific Repurchase
contemplated in paragraph 4.1.1 above over the term of the WBHO B-BBEE Ownership
Transaction. WBHO Shareholders should accordingly note, inter alia, that, pursuant to
section 48(8) of the Companies Act No. 71 of 2008 (“Companies Act”):
4.2.1. WBHO has appointed Merchantec Capital Proprietary Limited as an
independent expert to compile the independent expert report as required by
section 114(3) of the Companies Act in relation to the Specific Repurchases
contemplated in paragraph 4.1.1 above; and
4.2.2. WBHO Shareholders will have appraisal rights in terms of section 164 of the
Companies Act. WBHO Shareholders should however note the Condition
Precedent in paragraph 6.1.5 below.
4.3. In terms of the JSE Listings Requirements, WBHO will only be entitled to implement a
Specific Repurchase if it meets the following requirements at the time a Specific
Repurchase is made:
4.3.1. the solvency and liquidity test in section 4 of the Companies Act is met;
4.3.2. each of WBHO and the WBHO group is able, in the ordinary course of
business, to pay its debts for a period of 12 months after the date of the
Specific Repurchase;
4.3.3. the assets of each of WBHO and the WBHO group exceeds the liabilities of
WBHO and the WBHO group for a period of 12 months after the date of the
Specific Repurchase. For this purpose, the assets and liabilities will be
recognised and measured in accordance with the accounting policies used in
WBHO's latest audited annual financial statements which comply with the
Companies Act;
4.3.4. each of WBHO and the WBHO group has share capital and reserves which
are adequate for ordinary business purposes for a period of 12 months after
the date of the Specific Repurchase;
4.3.5. the working capital of each of WBHO and the WBHO group is adequate for
ordinary business purposes for a period of 12 months after the date of the
Specific Repurchase; and
4.3.6. the WBHO Board has passed a resolution stating that WBHO has passed the
solvency and liquidity test (as set out in section 4 of the Companies Act) and
that since the test was performed there have been no material changes to the
financial position of the WBHO group.
4.4. In addition, in terms of the JSE Listings Requirements, when WBHO makes a Specific
Repurchase, WBHO will publish an announcement on the Stock Exchange News Service
containing the details required in terms of the JSE Listings Requirements.
5. Indivisible transaction
The WBHO B-BBEE Ownership Transaction is a single indivisible transaction.
6. Conditions precedent
6.1. The WBHO B-BBEE Ownership Transaction is subject to various conditions precedent
(“Conditions Precedent”), including, inter alia, the following:
6.1.1. WBHO Shareholders approve the requisite resolutions to give effect to the
WBHO B-BBEE Ownership Transaction, including, amongst others, approval
of the Specific Issues, the Specific Repurchases (“Repurchase Resolution”)
and the financial assistance to be provided by WBHO;
6.1.2. the JSE approves the issue of the circular to WBHO Shareholders referred to
in paragraph 8 below;
6.1.3. if the Repurchase Resolution is opposed by 15% or more of the voting rights
exercised on the Repurchase Resolution and, within 5 Business Days after
the vote, any person who voted against the Repurchase Resolution requires
WBHO to seek the approval of a Court (in terms of section 115(3)(a) as read
with Section 115(5)(a) of the Companies Act) to implement the Repurchase
Resolution, the Court grants that approval;
6.1.4. if any person/s who voted against the Repurchase Resolution apply/ies to
Court for a review of the Repurchase Resolution, in terms of sections
115(3)(b) and 115(6) of the Companies Act, then, either:
6.1.4.1. leave to apply to Court for such reviews is refused; or
6.1.4.2. if leave is so granted, the Court determines that it will not set aside
the Repurchase Resolution; and
6.1.5. if any WBHO Shareholders:
6.1.5.1. give notice objecting to the Repurchase Resolution as
contemplated in section 164(3) of the Companies Act;
6.1.5.2. vote against the Repurchase Resolution; and
6.1.5.3. within the time period permitted in terms of the Companies Act,
exercise appraisal rights, by giving valid demand/s in terms of
sections 164(5) to 164(8) of the Companies Act,
they do so in respect of an aggregate total of no more than 1% of all WBHO
Shares in issue on the date of the vote; and
6.1.6. the independent expert opinion referred to in paragraph 4.2.1 above is
furnished to WBHO Shareholders.
6.2. By way of written notice to Akani 2, WBHO will be entitled to waive any Condition Precedent, in
part or in whole, if and to the extent waiver is permissible in law.
7. Pro forma financial effects of the WBHO B-BBEE Ownership Transaction
7.1. The table below sets out the pro forma financial effects of the WBHO B-BBEE Ownership
Transaction on, inter alia, basic earnings per WBHO Share, diluted earnings per WBHO Share,
headline earnings per WBHO Share, diluted headline earnings per WBHO Share, net asset value
per WBHO Share and net tangible asset value per WBHO Share, based on the unaudited financial
statements of WBHO for the six months ended 31 December 2022.
7.2. The pro forma financial effects have been prepared using accounting policies that comply with
International Financial Reporting Standards and that are consistent with those applied in
preparing the interim results of WBHO for the six months ended 31 December 2022.
7.3. The pro forma financial effects are the responsibility of the WBHO Board and have been prepared
for illustrative purposes only and may not, because of their nature, fairly present WBHO’s financial
position, changes in its equity, results of its operations, its cash flows, or the effect and impact of
the WBHO B-BBEE Ownership Transaction going forward. The pro forma financial effects do not
purport to be indicative of what the financial results would have been had the WBHO B-BBEE
Ownership Transaction been implemented on a different date to those listed in the notes below.
Before the WBHO Pro forma after the Percentage
B-BBEE issue of WBHO change (%)
Ownership Shares on the Initial
Transaction (1) Subscription Date
(2), (3), (4)
Basic earnings per WBHO Share (cents) 828.9 804.5 -2.9%
Diluted earnings per WBHO Share 828.9 804.5 -2.9%
(cents)
Headline earnings per WBHO Share 818.5 794.1 -3.0%
(cents)
Diluted headline earnings per WBHO 818.5 794.1 -3.0%
Share (cents)
Net asset value per WBHO Share (cents) 6,185 6160 -0.4%
Net tangible asset value per WBHO 5,183 5,159 -0.5%
Share (cents)
Number of WBHO Shares in issue 53,172,254 53,172,254 (5)1 0(5)
(millions)
Notes to the pro forma financial effects:
(1) Based on the financial statements of WBHO for the six months ended 31 December 2022.
(2) Based on the assumption that 3,372,000 WBHO Shares are repurchased and cancelled under
the 2006 B-BBEE Ownership Transaction and based on the assumption that 14,512,000
WBHO Shares are issued in terms of the WBHO B-BBEE Ownership Transaction on the Initial
Subscription Date. The final number of Subscription Option Shares to be issued on the Initial
Subscription Date and the final number of the WBHO Shares repurchased and cancelled
under the 2006 B-BBEE Ownership Transaction will be specified in the circular to WBHO
shareholders referred to in paragraph 9 below. These final numbers, within the range
presented in paragraph 2.11 above, may consequently alter the pro forma effects reflected in
this announcement.
(3) Basic and diluted earnings and headline earnings per WBHO Share metrics are based on the
assumption that the WBHO B-BBEE Ownership Transaction was implemented on 1 July 2022.
(4) Net asset value and net tangible asset value per WBHO Share metrics are based on the
assumption that the WBHO B-BBEE Ownership Transaction was implemented on 31
December 2022.
(5) The newly issued WBHO Shares are treated, for accounting purposes, as treasury shares and
so are not included in this amount.
8. Distribution of circular, notice of general meeting and shareholder approval
A circular containing full details of the WBHO B-BBEE Ownership Transaction, including the salient
dates and times and a notice convening a general meeting at which the resolutions required to
implement the WBHO B-BBEE Ownership Transaction will be proposed, will be distributed to
WBHO Shareholders in due course.
6 April 2023
Wynberg
B-BBEE adviser to WBHO
Transcend Capital Proprietary Limited
Independent Reporting Accountant to WBHO
BDO South Africa Incorporated
Independent Expert
Merchantec Capital Proprietary Limited
Legal Adviser to WBHO
Bowman Gilfillan Inc.
JSE Equity Sponsor
Investec Bank Limited
Date: 06-04-2023 03:00:00
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