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Restructuring of certain Purple Group shareholdings and disclosure thereof in terms of Directors' dealings provision
Purple Group Limited
(Formerly Purple Capital Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1998/013637/06)
Share code: PPE ISIN: ZAE000185526
(“Purple Group” or “PGL” or “the Company”)
RESTRUCTURING OF CERTAIN PURPLE GROUP SHAREHOLDINGS AND DISCLOSURE THEREOF IN
TERMS OF DIRECTORS’ DEALINGS PROVISIONS OF THE JSE LIMITED’S LISTINGS REQUIREMENTS
As more fully disclosed in the Annual Financial Statements for PGL for the year ended 31 August
2013 and including all subsequent purchases of shares as announced on SENS, Ronnie Lubner,
(“RL”), a non-executive director of PGL, holds (indirectly and non-beneficially) 233 552 908 shares
(28,4%) and Mark Barnes, (“MB”), Chairman of PGL, holds (beneficially, directly and indirectly)
196 262 111 shares (23,9%) in the total issued capital of PGL (822 905 022).
In order to align their interests in PGL these two shareholders have taken the decision to restructure,
subject to certain tax considerations, up to a total of 180 000 000 shares each at 22 cents per share
(being the consideration last paid by either party for PGL shares), amounting to R79,2 million
(360 000 000 shares in aggregate) into a new holding company (“RLMB”) to be formed for this
purpose. RL and MB will be equal shareholders in RLMB, acting in concert, which will then hold
43,75% of PGL.
The effective date of the proposed restructuring will be 27 August 2014 and will be done off-market
and clearance has been obtained to transact.
There will be no change in the beneficial ownership status of the shares and the restructuring will
have no impact whatsoever nor is there any prejudice on any other shareholders in PGL. The
Takeover Regulation Panel has been informed of the parties acting in concert.
In terms of the Companies Regulation 84 (7) (a), (b) and (c), no mandatory offer is required to be
made to PGL shareholders.
27 August 2014
Johannesburg
Sponsor: Deloitte & Touche Sponsor Services (Pty) Ltd
Date: 27/08/2014 12:04:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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