TRUSTCO GROUP HOLDINGS LIMITED - Update: Addendum to Legal Shield Holdings Limited Acquisition

Update: Addendum to Legal Shield Holdings Limited Acquisition

TRUSTCO GROUP HOLDINGS LIMITED
Incorporated in the Republic of Namibia
(Registration number 2003/058)
Registered as an external company in South Africa
(External registration number 2009/002634/10)
JSE share code: TTO
NSX share code: TUC
OTCQX share code: TSCHY
ISIN Number: NA000A0RF067
("Trustco" or "Company")



UPDATE: ADDENDUM TO LEGAL SHIELD HOLDINGS LIMITED ACQUISITION


1.   Introduction

1.1  Shareholders are referred to the Terms Announcement dated 23 April 2024 in respect
     of the transaction in which Trustco Group Holdings Limited ("the Purchaser") has entered
     into an agreement with Riskowitz Value Fund LP (the "Seller" or "RVF") to acquire 1,135
     shares in Legal Shield Holdings Limited ("Sale Shares") from RVF (the "Parties") through
     issuing new Trustco shares to the Seller (the "Transaction").

1.2  The wording referenced in the aforementioned SENS announcement would apply.



2.   Addendum to the Agreement

2.1    The Parties entered into an addendum to the Agreement on 31 July 2024 in terms
       whereof the Long Stop Date for the fulfillment of the suspensive conditions was
       extended from 31 July 2024 to 30 September 2024.


2.2    The parties further agreed that RVF reserves the right to receive the Payment Shares
       directly or one or more nominees designated by the Seller.


2.3    The parties further agreed that the transaction would not result in a change of control
       in the company's shareholding during the implementation of the transaction.


3.     Update on the progress of the Circular and Notice of General Meeting to
       Shareholders


       All the consultants required for completing the circular have been appointed, and the
       company anticipates that the circular containing full details of the Transaction,
       including a fairness opinion and a notice to convene a general meeting, will be made
       available to Shareholders in due course.


Windhoek, Namibia,
31 July 2024

Komada Holdings (Pty) Ltd
Company Secretary and Investor Relations Services to Trustco Group Holdings
Limited


JSE Sponsor
Vunani Sponsors


NSX Sponsor
Simonis Storm Securities Proprietary Limited – Windhoek


OTCQX Sponsor
J.P Galda & Co – New York


Date: 31-07-2024 01:45:00
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