MORVEST GROUP LIMITED - Finalisation Announcement and Timetable for Scheme of Arrangement

Finalisation Announcement and Timetable for Scheme of Arrangement

Morvest Group Limited
Previously Morvest Business Group Limited
(Incorporated in the Republic of South Africa)
Registration Number: 2003/012583/06
Share Code: MOR
ISIN Code: ZAE000152567
(“Morvest” or “the Company”)

FINALISATION ANNOUNCEMENT AND TIMETABLE FOR SCHEME OF ARRANGEMENT

Shareholders are referred to the joint circular by Morvest and Varachia
Investment Group Proprietary Limited (“VIG”) to Morvest shareholders, dated
9 June 2015,(“Circular”) regarding VIG’s offer to acquire the entire issued
ordinary share capital of Morvest, not already owned by VIG or any party
acting in concert with VIG, by way of a scheme of arrangement (“Scheme”).
The Scheme was approved by Morvest shareholders on 8 July 2015.

Shareholders are further referred to the conditions precedent to the Scheme
(“Scheme Conditions”), as detailed in the Circular, and are hereby advised
that all Scheme Conditions have been fulfilled.

As a result of the Scheme becoming unconditional, the Company wishes to
draw shareholders attention to the following important dates in relation to
the implementation of the Scheme. Terms appearing in title case below that
are not otherwise defined, bear the meanings assigned to them in the
Circular.




                                                                2015


Last day to trade in order to be recorded in the         Friday, 31 July
Register on the Scheme Consideration Date


Listing of Morvest Shares suspended on the JSE from      Monday, 3 August
commencement of trade on


Scheme Consideration Record Date, being the date on      Friday, 7 August
which the Scheme Participants must be recorded in the
Register in order to receive the Scheme Consideration,
to be on


Operative Date of the Scheme on                          Tuesday, 11 August


Scheme Consideration to be paid/posted to Certificated   Tuesday, 11 August
Scheme Participants on


Dematerialised Scheme Participants to have their         Tuesday, 11 August
accounts (held at their CSDP or Broker) credited with
the Scheme Consideration on


Termination of listing of Morvest Shares on the JSE at   Wednesday, 12
the commencement of trade on the JSE on                  August


Notes:
All times referred to above are references to South African time.

Johannesburg

24 July 2015

Transaction Advisor and Sponsor – PSG Capital Proprietary Limited

Legal Advisor to Morvest – Mervyn Taback Incorporated

Independent Expert – BDO Corporate Finance Proprietary Limited

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