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eXtract GROUP LIMITED - Cash payment in respect of fractional entitlement for the consolidation

Release Date: 09/11/2017 10:55
Code(s): EXG     PDF:  
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Cash payment in respect of fractional entitlement for the consolidation

EXTRACT GROUP LIMITED
(previously Eqstra Holdings Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1998/011672/06)
JSE share code: EXG       ISIN: ZAE000246013
(“eXtract”)


CASH PAYMENT IN RESPECT OF FRACTIONAL ENTITLEMENT FOR THE CONSOLIDATION


Shareholders are referred to the announcements released on SENS in respect of, inter alia, the restructure
and recapitalisation of eXtract (the “restructure”) and the consolidation of eXtract shares in the ratio of
200 to 1 (the “consolidation”), the last of which announcements was released on SENS on 26 October 2017.

In implementing the consolidation, eXtract is required by the JSE to apply the rounding principle that a
shareholder becoming entitled to a fraction of a share arising from the consolidation (“fractional
entitlement”) will be rounded down to the nearest whole number, resulting in the allocation of whole
eXtract shares and a cash payment for the fraction (the “cash payment”). The value of such cash payment
will be the volume weighted average traded price per eXtract share less 10% calculated on the first day of
trade after the last day to trade in order to participate in the consolidation. The value of such cash payment
will be announced on SENS on the second day of trade after the last day to trade in order to participate in the
consolidation.

Shareholders are advised that the value of an eXtract share to be utilised in determining the cash payment
due to a shareholder in respect of any fractional entitlement is 752.17173 cents. In accordance with the
requirements of the JSE Limited, this amount has been determined with reference to the weighted average
price of an eXtract share traded on the JSE on Wednesday, 8 November 2017, discounted by 10%.

The gross amount of the cash payment per fractional entitlement will be paid to eXtract shareholders entitled
thereto. There will be no withholding tax applicable.

To the extent that a shareholder held eXtract shares as capital assets (not as trading stock as defined in
section 1 of the Income Tax Act no. 58 of 1962 (“Income Tax Act”)), the cash payment will be regarded as
capital in nature. The cash payment less the base cost allocated to the relevant fraction of eXtract shares will
accordingly be subject to capital gains tax in terms of the applicable provisions of the Eighth Schedule to the
Income Tax Act. To the extent that a shareholder held the shares as trading stock as defined in section 1 of
the Income Tax Act, the cash payment will be regarded as revenue in nature. The cash payment less the
expenditure allocated to the relevant fraction of the eXtract shares will accordingly be taxed as normal
income in terms of the applicable provisions of the Income Tax Act.

The above is a general description of certain aspects of current South African tax considerations applicable
to the receipt of the cash payment. It does not purport to be a complete analysis of all South African tax
considerations applicable to the shareholders. Shareholders should consult their own tax advisers as to the
application of the general principles set out herein to their specific circumstances. This summary is based
upon the law as in effect on the date of this announcement and is subject to any change in law that may take
effect after such date.
By way of example:

Assuming that a shareholder holds 500 eXtract shares at the close of business on the record date for
implementation of the consolidation, being Friday, 10 November 2017, such shares would (but for rounding)
be consolidated to 2.5 ordinary shares in terms of the consolidation. However, applying the rounding
principle detailed above, the shareholder will, following the implementation of the consolidation, hold
2 ordinary shares and receive a cash payment in respect of the fractional entitlement of 376.08587 cents,
being 752.17173 cents x 0.5.

The salient dates and times announced on Thursday, 26 October 2017 remain unchanged.

9 November 2017



Joint corporate advisor and sponsor         Joint corporate advisor          Legal advisor to eXtract
Java Capital                                BSM Black                        enS Africa

Date: 09/11/2017 10:55:00 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.

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