DENEB INVESTMENTS LIMITED - Category 2 Disposal Announcement

Category 2 Disposal Announcement

DENEB INVESTMENTS LIMITED
Registration number: 2013/091290/06
(Incorporated in the Republic of South Africa)
JSE share code: DNB
ISIN: ZAE000197398
("Deneb" or the "Company")

CATEGORY 2 DISPOSAL ANNOUNCEMENT

1.   INTRODUCTION

     Shareholders are advised that on 1 August 2025, the Company, through its wholly-owned
     subsidiary, Sargas (Pty) Ltd ("Seller"), entered into an agreement ("Agreement") with
     Earth Instyle (Pty) Ltd (registration number 1998/012755/07) ("Purchaser") in terms of
     which the Seller will dispose of the property situated at 195 Leicester Road, Mobeni,
     Durban and known as Erf 472 Mobeni, Registration Division FT, Province of KwaZulu
     Natal, in extent 1,4167 hectares ("the Property"), to the Purchaser, for a consideration of
     R48 500 000 ("Disposal Consideration"), excluding VAT ("Disposal"). The Purchaser is
     a wholly-owned subsidiary of Middle Lane Capital (Pty) Ltd, which is beneficially owned
     by the SRITU Family Trust with individual beneficiaries, none of whom are related parties
     of the Company.

2.   RATIONALE FOR THE DISPOSAL

     The Property is not considered core to the strategy of the Company.

3.   DISPOSAL CONSIDERATION

     The Disposal Consideration (plus VAT) will be payable in cash by the Purchaser on the
     date of registration of transfer of the Property into the name of the Purchaser ("Transfer
     Date").

     The Disposal Consideration (plus VAT) will be secured by the Purchaser, by way of an
     initial cash deposit of R1 000 000, to be paid into the conveyancers' trust account, and
     the balance thereof will be secured by the issue of a bank guarantee.

4.   APPLICATION OF THE DISPOSAL CONSIDERATION

     The Disposal Consideration will be used to settle outstanding debt.

5.   EFFECTIVE DATE OF THE DISPOSAL

     The effective date of the Disposal will be the Transfer Date, which is anticipated as being
     on or about the end of November 2025.

6.   CONDITIONS PRECEDENT AND SIGNIFICANT TERMS OF THE AGREEMENT

     The Agreement is subject to the fulfilment or waiver of the conditions precedent that the
     Purchaser pays the deposit into the conveyancers' trust account within five business days
     of the Signature Date and that the Seller delivers a signed board resolution to the
     conveyancers within ten business days after such payment of the deposit.
     The Property is sold on a voetstoots basis, with the Purchaser having conducted a due
     diligence investigation to its satisfaction.

7.   FINANCIAL INFORMATION

     The value of the net assets comprising the Property as at 31 March 2025, being the date
     of the last audited consolidated financial statements of the Company, was R50,2 million.

     The loss after tax attributable to the Property for the year ended 31 March 2025, was R1,1
     million, based on the management accounts of the property division of the Seller for the
     year ended 31 March 2025.

     The Company is satisfied with the quality of the relevant management accounts of the
     property division of Seller; however, shareholders are cautioned that they are unaudited.

8.   CLASSIFICATION OF THE DISPOSAL

     The Disposal constitutes a category 2 transaction in terms of the JSE Limited Listings
     Requirements.


Cape Town
1 August 2025

Sponsor
PSG Capital

Date: 01-08-2025 03:50:00
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