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Declaration and finalisation announcement in respect of name change
RECM and Calibre Limited
(Incorporated in the Republic of South Africa)
Registration number 2009/012403/06
Preference Share Code: RACP
ISIN: ZAE000145041
("RAC" or "the Company")
DECLARATION AND FINALISATION ANNOUNCEMENT IN RESPECT OF NAME CHANGE
1. Introduction
RAC preference shareholders ("Preference Shareholders") are advised that the board of directors of
the Company (the "Board") and the ordinary shareholders of the Company have passed resolutions
to change the Company's name from "RECM and Calibre Limited" to "Goldrush Holdings
Limited" (the "Change of Name"). The Company has also received confirmation from the Companies
and Intellectual Property Commission (CIPC) that the special resolution for the Change of Name has
been registered.
2. Rationale for the Change of Name
RAC's largest investment is Goldrush Group (Pty) Ltd ("Goldrush"), of which RAC owns 59.4%.
Goldrush is South Africa's largest independent alternative gaming group, whose activities span
Electronic Bingo Terminals ("EBTs"), Limited Pay-out Machines ("LPMs"), Retail Sports Betting
shops and Online Betting. It serves its customers under the following brands: Goldrush (Bingo, LPM
and Online Betting), Bingo Royale (Bingo), Crazy Slots (LPM), Betnova (Retail Sports Betting) and
G-bets (Retail Sports Betting and Online Betting).
As mentioned in the Shareholder's letter set out in RAC's 2024 Integrated Annual Report (which is
available on RAC's website at https://racltd.co.za/wp-content/uploads/2024/06/RAC-IAR24-
%E2%80%93-25Jun24-Signed.pdf), after RAC's year ended 31 March 2024 the Board resolved that
Goldrush should be regarded as a permanent asset. The reason for the Change of Name is to reflect
that Goldrush is the Company's largest asset.
3. Details of the Change of Name and Amendments to the MOI
The JSE has approved the Change of Name, with a new share code of "GRSP" and an abbreviated
name of "GOLDRUSH". The Company will remain listed as a hybrid issuer in the "Preference Share"
sub-sector of the Main Board of the JSE and will retain its historical trading and reference data.
For a period of one year, in accordance with the JSE Listings Requirements, the Company is required
to reflect the former name "RECM & Calibre Limited" on all documents of title, announcements and
circulars issued by the Company.
The Change of Name constitutes an amendment to the memorandum of incorporation ("MOI") of the
Company and the amendment will lie for inspection at the Company's registered office and will also
be available on RAC's website at https://racltd.co.za/governance/.
4. Availability of Form of Surrender and instructions for certificated Preference Shareholders
The JSE has dispensed with the requirement to distribute a circular to Preference Shareholders,
given that they are not entitled to vote on the Change of Name in terms of the Company's MOI. A
form of surrender has, however, been distributed to certificated Preference Shareholders and is also
available on RAC's website at https://racltd.co.za/investor-relations/ ("Form of Surrender").
If you hold dematerialised RAC preference shares, you do not need to take any further action and
your Central Securities Depository Participant ("CSDP"), or broker will arrange for your account to
be updated with the replacement preference shares.
Shareholders are reminded that shares in companies listed on the JSE can no longer be bought or
sold on the JSE unless they have been dematerialised onto the system operated by Strate
Proprietary Limited ("Strate"). It is therefore suggested that certificated Preference Shareholders
should consider dematerialising their certificated preference shares and replacing them with
electronic records of ownership. In this regard, certificated Preference Shareholders may contact
either their own broker or a preferred CSDP, details of which are available from Strate at
queries@strate.co.za or telephone +27 11 759 5300.
If you hold certificated RAC preference shares, you should complete the Form of Surrender
and submit it, together with your documents of title, to:
By hand or by post:
JSE Investor Services South Africa (Pty) Ltd
One Exchange Square
Gwen Lane
Sandown, Sandton
2196
(PO Box 4844, Johannesburg, 2001)
Email: specialprojects@jseinvestorservices.co.za
5. Salient dates and times
The salient dates and times of the Change of Name are as follows:
2024
Declaration and finalisation announcement released on SENS in Wednesday, 24 July
respect of the Change of Name and Forms of Surrender distributed to
certificated Preference Shareholders
Last day to trade shares prior to the Change of Name Tuesday, 13 August
Termination date for trading under the name of "RECM & Calibre Wednesday, 14 August
Limited" and old JSE share code "RACP", and commencement of
trading under the new name of "Goldrush Holdings Limited", with an
abbreviated name of "GOLDRUSH", under the JSE share code
"GRSP"
Record date for the Change of Name Friday, 16 August
Date that the accounts of dematerialised shareholders with their Monday,19 August
CSDP's or brokers will be updated with the new name
Date that previously certificated shareholders will have their Monday, 19 August
entitlements credited to their CSDP account
Notes:
1. All dates and times indicated above are South African Standard Time.
2. Share certificates may not be dematerialised or rematerialised after the last day to trade
shares prior to the Change of Name being Tuesday, 13 August 2024.
3. The Company's ISIN number will remain unchanged.
Cape Town
24 July 2024
Sponsor
Questco Corporate Advisory (Pty) Ltd
Date: 24-07-2024 08:00:00
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