KAP INDUSTRIAL HOLDINGS LIMITED - Dealing in KAP shares by an associate of a director - KAP

Dealing in KAP shares by an associate of a director - KAP

KAP INDUSTRIAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1978/000181/06)
JSE alpha code: KAP
ISIN: ZAE000171963
(“KAP” or “the Company”)

DEALING IN KAP SHARES BY AN ASSOCIATE OF A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited (“JSE”) Listings Requirements
(“JSE Listings Requirements”), the following information regarding the dealing in securities by an
associate of a director is disclosed:

    NAME OF DIRECTOR                              FH Olivier
    NAME OF ASSOCIATE                             Mashoweng Investments (Pty) Ltd
    RELATIONSHIP WITH DIRECTOR                    Director of the associate
    COMPANY OF WHICH A DIRECTOR                   KAP Industrial Holdings Limited
    STATUS (EXECUTIVE/NON-EXECUTIVE)              Executive
    TYPE AND CLASS OF SECURITIES                  Ordinary shares
    NATURE OF TRANSACTION                         Non-discretional sale of ordinary shares
                                                  by the associate pursuant to a funding
                                                  agreement# (off-market transaction)
    DATE OF TRANSACTION                           19 February 2021
    NUMBER OF SECURITIES TRANSACTED               458 997
    PRICE PER SECURITY (CENTS)                    585
    TOTAL RAND VALUE OF SECURITIES                R2 685 132
    TRANSACTED
    NATURE AND EXTENT OF INTEREST IN              Indirect, beneficial
    TRANSACTION

#
 The sale of KAP ordinary shares was triggered by the termination of an existing funding agreement
between the associate of the director and a third party lender (“Lender”) in terms of which the
associate pledged, as collateral, 458 997 KAP ordinary shares as security for a loan (“Loan”) in the
original amount of R1 428 237. In accordance with the JSE Listings Requirements, the
aforementioned pledge was disclosed in the Company’s audited consolidated annual financial
statements for the year ended 30 June 2020.

The funding agreement entered into on 8 February 2016 afforded the Lender the discretion to
exercise its right on the repayment date of the Loan to sell the KAP ordinary shares for settlement
of the outstanding balance on 19 February 2021. The sale value of R2 685 132, was equal to the
outstanding balance of the Loan on the date of disposal, inclusive of carrying costs, and was utilised
fully in settling the Loan.

On 11 December 2020, in terms of paragraph 3.70 of the JSE Listings Requirements, compliance
with paragraph 3.69 of the JSE Listings Requirements was waived by the Issuer Regulation
department of the JSE and clearance was given to the associate to transact in KAP ordinary shares
during KAP’s closed period since neither the director nor his associate has any discretion in the
transaction.

By order of the Board
KAP Secretarial Services Proprietary Limited

Stellenbosch
22 February 2021

Debt Sponsor
Nedbank Corporate and Investment Banking

Date: 22-02-2021 12:00:00
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