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Results of the General Meeting
Phumelela Gaming & Leisure Limited
(Registration number 1997/016610/06)
(Incorporated in the Republic of South Africa)
Share Code: PHM ISIN: ZAE000039269
(“Phumelela” or the “Company”)
RESULTS OF THE GENERAL MEETING
Phumelela shareholders (“Phumelela Shareholders”) are referred to the announcement published on the stock
exchange news service (“SENS”) of the JSE Limited (“JSE”) on 19 August 2016, regarding the posting of a circular
(“Circular”) including a notice of general meeting (“General Meeting”) of Phumelela Shareholders and are hereby
advised that at the General Meeting held today, Wednesday, 21 September 2016, the ordinary and special
resolutions contained in the notice of General Meeting, were passed by the requisite majority of votes of Phumelela
Shareholders present in person or represented by proxy at the General Meeting.
The total number of shares voted at the General Meeting, in person or by proxy, amounted to 62,342,359 (“Voted
Shares”) representing 84% of the issued share capital of Phumelela (excluding treasury shares) (“Phumelela
Shares”) registered on the record date for the General Meeting being 16 September 2016.
Details of the results of voting at the General Meeting are as follows:
Votes in favour Votes against
Abstentions as
As a As a a percentage
percentage percentage Phumelela of
Number of Voted Number of Voted Shares
Shares Shares
Ordinary resolution number 1:
The approval of the
implementation of the acquisition
by Phumelela of a 50% interest in
Supabets SA Holdings (Pty) Ltd 62,293,909 100% 0 0% 0.065%
(“Supabets”) as a Category 1
transaction in terms of the JSE
Listings Requirements
Ordinary resolution number 2:
Placing control of the authorised
but unissued Phumelela shares in
the hands of the Phumelela
directors in terms of the
Companies Act solely for the
purposes of implementing a rights 62,293,909 100% 0 0% 0.065%
offer and for the issue of
Phumelela shares to the vendors
of Supabets to settle a portion of
the purchase consideration
pursuant to the acquisition
Special resolution number 1:
Authorisation for the issue of 30%
or more of the issued Phumelela
Shares for the purposes of
implementing a rights offer and for
the issue of Phumelela shares to 62,293,909 100% 0 0% 0.065%
the vendors of Supabets to settle
a portion of the purchase
consideration pursuant to the
acquisition
Phumelela Shareholders are advised that the following conditions precedent are still outstanding as at 21
September 2016, inter alia:
- the completion of a financial and legal due diligence on Supabets;
- the requisite approvals required by the Gauteng Gambling Board being obtained; and
- the requisite approvals required by the KwaZulu-Natal Gaming and Betting Board and the Mpumalanga
Gambling Board being obtained.
After the fulfilment or waiver, as the case may be, of all existing conditions precedent as detailed above, Phumelela
will undertake a rights offer to fund the acquisition. A declaration announcement detailing the terms of the rights
offer will be released on SENS in due course.
Johannesburg
21 September 2016
Financial advisor and sponsor
Investec Bank Limited
Legal adviser
Roodt Inc.
Date: 21/09/2016 03:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
