EPP N.V. - Termination of voting limitation deed

Termination of voting limitation deed

EPP N.V.
(Incorporated in The Netherlands)
(Company number 64965945)
JSE share code: EPP
ISIN: NL0011983374
LEI Code: 7245003P7O9N5BN8C098
(“EPP” or the “Company”)


TERMINATION OF VOTING LIMITATION DEED


Shareholders are referred to the SENS announcement issued on 10 June 2019 informing shareholders of the conclusion
of a voting limitation deed (“VLD”) between Redefine Properties Limited (“Redefine”) and EPP in terms of which,
whilst the VLD remained operative, the voting rights exercised by Redefine would in the aggregate be limited so as
not to exceed 40% of the aggregate votes exercised by all EPP shareholders (including Redefine) at EPP general
meetings. The VLD was entered into to mitigate against Redefine being treated for IFRS 10 accounting purposes as
exercising control of EPP in circumstances where Redefine as a holder of a minority shareholding did not exercise
either legal or factual control of EPP.

Reference is made to the delisting proposal on which shareholders will vote at the extraordinary general meeting to
be held on 21 January 2022 (the “EGM”) as convened in terms of the EPP circular issued on 17 December 2021. The
delisting proposal is to be facilitated by the offer made by Redefine to EPP shareholders pursuant to which Redefine
aims to acquire legal and factual control of EPP. Having regard to the foregoing, EPP and Redefine have agreed that,
subject to the delisting resolution (being item 2 on the EGM agenda) being approved by an independent majority of
EPP shareholders (excluding the votes exercisable by Redefine and IGroup), the VLD will, with immediate effect
from the moment that the delisting resolution is approved, be terminated. In case the VLD is so terminated, Redefine
will be able to exercise its voting rights in full, including in respect of the remaining voting items at the EGM. Should
the delisting of EPP shares from the JSE and LuxSE not for any reason be effected (notwithstanding the approval of
the delisting resolution), the VLD will be reinstated without retroactive effect. Such reinstatement (if any) will be
publicly announced by EPP at the relevant time.

3 January 2022


JSE sponsor
Java Capital

Luxembourg Stock Exchange Listing Agent
Harneys Luxembourg

For more information:

Curwin Rittles, Investor Relations, EPP
Mobile: +48 885 982 310
Curwin.rittles@epp-poland.com

Java Capital, JSE Sponsor
Phone: +27 (0)78 456 9999

Harneys Luxembourg, Luxembourg Stock Exchange Listing Agent
Phone: +352 27 86 71 02

Singular Systems IR
Michèle Mackey
+27 (0)10 003 0700/+27 (0)82 497 9827
michele@singular.co.za

Date: 03-01-2022 05:15:00
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