ACCENTUATE LIMITED - Posting of Combined Transactions Circular and Notice of General Meeting

Posting of Combined Transactions Circular and Notice of General Meeting

Accéntuate Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/029691/06)
JSE Share code: ACE ISIN: ZAE000115986
(“Accéntuate” or “the Company”)

POSTING OF COMBINED TRANSACTIONS CIRCULAR AND NOTICE OF GENERAL MEETING
   1. Posting of Combined Transactions circular
      Accéntuate Shareholders are referred to the announcement released by Accéntuate on SENS
      on 21 February 2019 wherein shareholders were advised that Accéntuate had agreed to the
      key terms of a proposed transaction (“Sale of Shares, Claims and Cancellation Agreement”)
      with Pentafloor Proprietary Limited (“Pentafloor”) whereby Accéntuate will dispose of its
      entire 100% shareholding in Pentafloor to the original Pentafloor vendors.
      Accéntuate Shareholders are further referred to the announcements released by Accéntuate
      on SENS on 3 April 2019 and 16 April 2019 relating to subordinated convertible loan
      agreements, herein after collectively referred to as the “Transactions”.

        Using the terms defined therein, Accéntuate Shareholders are advised that the Circular to
        Shareholders containing the details of the Transactions and incorporating a notice of the
        General Meeting and form of proxy, has been posted today 25 October 2019.

    2. Shareholders are further advised that the Circular is available on the Company’s website:
       www.accentuateltd.co.za. Notice of the General Meeting is hereby given that the General
       Meeting of Shareholders will be held at 10:00 on Friday, 22 November 2019 at Accéntuate’s
       Head Office, 32 Steele Street, Steeledale, 2197 to consider the resolutions as contained in the
       notice to the General Meeting which forms part of the Circular.

        The salient dates and times relating to the General Meeting are set out below:

                                                                                               2019
       Record date to determine which Shareholders are entitled to               Friday, 11 October
       receive the Circular
       Circular posted to Accéntuate Shareholders and notice                     Friday, 25 October
       convening the General Meeting released on SENS on
       Last day to trade in order to be eligible to attend and vote at       Tuesday, 12 November
       the General Meeting on (note 2)
       Record date to be eligible to attend and vote at the General            Friday, 15 November
       Meeting on
       Last day to lodge forms of proxy for the General Meeting by       Wednesday, 20 November
       10:00 on (note 3)
       Last date and time for Accéntuate Shareholders to give notice           Friday, 22 November
       in terms of section 164 of the Companies Act objecting to the
       special resolutions approving the Transactions by 10:00 on
       General Meeting to be held at 10:00 on                                  Friday, 22 November
       Results of General Meeting published on SENS                            Friday, 22 November
       Last day on which Accéntuate Shareholders can require                    Friday, 6 December
       Accéntuate to seek court approval for the Transactions in terms
       of section 115(3)(a) of the Companies Act on
     Last day to send notice of adoption of special resolutions to                                       Friday, 6 December
     dissenting Shareholders in accordance of section 164 of the
     Companies Act on
     Last day for Accéntuate minority Shareholders who voted                                             Friday, 6 December
     against the Specific Repurchase to apply to court for leave to
     apply for a review of the Specific Repurchase in terms of
     section 115(3)(b) of the Companies Act on
     If no Shareholder exercise their rights in terms of sections
     115(3)(a) and (b) of the Companies Act, then the following are
     the anticipated relevant dates and times
     Finalisation announcement (when repurchase becomes                                               Monday, 9 December
     unconditional) expected to be released on SENS on or about
     Cancellation and delisting of Accentuate shares repurchased on                                  Tuesday, 10 December
     the JSE at the commencement of trading on or about
Notes:

1.   The above dates and times are subject to change. Any such change will be released on SENS.
2.   Accéntuate Shareholders should note that as transactions in shares are settled in the electronic settlement system used by Strate
     settlement of trades take place three business days after such trade. Therefore, persons who acquire Accéntuate shares after the
     voting last day to trade will not be eligible to vote at the General Meeting.
3.    Any form of proxy not delivered to the Transfer Secretaries by Wednesday; 20 November 2019 may be handed to the Chairman of
     the General Meeting immediately before the appointed proxy exercises any of the Shareholder’s votes at the General Meeting.
4.   If the General Meeting is adjourned or postponed, forms of proxy submitted in respect of the initial General Meeting will remain
     valid in respect of any adjournment or postponement of the General Meeting.


      Johannesburg
      25 October 2019
      Designated Advisor: Bridge Capital Advisors Proprietary Limited

Date: 25/10/2019 02:23:00
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