Wrap Text
Proposed change of name and distribution of circular to shareholders
Tsogo Sun Gaming Limited
Incorporated in the Republic of South Africa
(Registration number 1989/002108/06)
Share Code: TSG
JSE Alpha Code: TSGI
ISIN: ZAE000273116
(“Tsogo Sun” or “the Company”)
PROPOSED CHANGE OF NAME AND DISTRIBUTION OF CIRCULAR TO SHAREHOLDERS
1. Introduction
Words and expressions defined in this announcement shall, when used below, bear the same meanings
ascribed to them in the Circular distributed to Shareholders on Wednesday, 3 May 2023.
Shareholders and Noteholders are advised that, subject to receipt of the requisite Shareholder approval,
the Board proposes to change the Company’s name from “Tsogo Sun Gaming Limited” to “Tsogo Sun
Limited” (“Change of Name”).
2. Rationale for the Change of Name
In 2019, the Company changed its name from “Tsogo Sun Holdings Limited” to “Tsogo Sun Gaming
Limited”. However, with diversified holdings in casinos, hotels, conferencing facilities, a resort, a theme
park, betting and a variety of other entertainment offerings throughout South Africa, and given that the
Group uses the registered trademark “Tsogo Sun” in its marketing material and the domain
“tsogosun.com” as its main website, the Board deems that the name “Tsogo Sun Limited” is a more
appropriate name for the Company, and has resolved to recommend the Change of Name to
Shareholders for their approval.
3. Details of the Change of Name
The name “Tsogo Sun Limited” has been reserved with CIPC and the JSE has, subject to the requisite
Shareholder approval being obtained, approved the Change of Name.
The share code, short name and ISIN of the Company will remain unchanged.
The Company will retain its history and will remain listed in the Travel and Leisure sector of the Main
Board of the securities exchange operated by the JSE.
4. Distribution of Circular
Shareholders are hereby advised that a Circular has been distributed to Shareholders on Wednesday, 3
May 2023 and contains a notice convening a General Meeting of Shareholders to be held on Wednesday,
31 May 2023 in the main boardroom at the offices of Hosken Consolidated Investments Limited, at Suite
801, 76 Regent Road, Sea Point, Cape Town 8005, at 12h00 (South African Standard Time (“SAST”)),
for the purpose of considering , and if deemed fit, passing with or without modification, the resolutions
required to approve the proposed Change of Name.
The Circular is available on Tsogo Sun’s website at: www.tsogosun.com/investors/circulars/. Copies
may be obtained by Shareholders at the Company’s registered office, being at Palazzo Towers East,
Montecasino Boulevard, Fourways, 2055, during normal business hours from Wednesday, 3 May 2023
to Wednesday, 31 May 2023 (both days inclusive).
5. Salient dates and times 2023
Record date for a Shareholder to be recorded in the Register in order to
receive this Circular, close of trade on Friday, 21 April
Circular incorporating the Notice of General Meeting and Form of Proxy
(grey), distributed to Shareholders on Wednesday, 3 May
Announcement of distribution of Circular and notice convening the General
Meeting released on SENS on Wednesday, 3 May
Last day to trade Shares in order to be recorded in the Register to vote at
the General Meeting (see note 2 below) on Tuesday, 16 May
Record date for a Shareholder to be recorded in the Register in order to be
eligible to attend, participate in and vote at the General Meeting, by close of
trade on Friday, 19 May
Forms of Proxy (grey) in respect of the General Meeting to be lodged at the
Transfer Secretaries, preferably by 12h00 on Monday, 29 May
General Meeting to be held at 12h00 on Wednesday, 31 May
Results of the General Meeting to be published on SENS on Wednesday, 31 May
Change of Name special resolution lodged with CIPC for registration on or
about Thursday, 1 June
Change of Name finalisation announcement on (by 11h00) Monday, 12 June
Last day to trade prior to Change of Name on Tuesday, 20 June
Termination date for trading under the name “Tsogo Sun Gaming Limited”
and commencement of trading under “Tsogo Sun Limited”, from
commencement of trade on Wednesday, 21 June
Record date for Change of Name on Friday, 23 June
Date that the accounts of dematerialised shareholders with their
central securities depository participants or brokers will be updated
with the new name Monday, 26 June
Notes:
1. The above dates and times are subject to amendment at the discretion of the Company. Any such amendment will be released
on SENS, to the extent required.
2. Shareholders should note that as transactions in Shares are settled in the electronic settlement system used by Strate,
settlement of trades take place three South African Business Days after such trade. Therefore, Shareholders who acquire
Shares after close of trade on Tuesday, 16 May 2023 will not be eligible to attend, participate in or vote at the General Meeting.
3. All dates and times indicated above are SAST.
4. Shareholders are reminded that shares in companies listed on the JSE can no longer be bought or sold on the JSE unless
they have been Dematerialised onto the Strate system. It is therefore suggested that Certificated Shareholders consider
Dematerialising their Shares and replacing them with electronic records of ownership. In this regard, Shareholders may contact
either their own Broker or a preferred CSDP, details of which are available from Strate at queries@strate.co.za or telephone
+27 11 759 5300.
Fourways
3 May 2023
Equity Sponsor Debt Sponsor
Investec Bank Limited Nedbank Corporate and Investment Banking, a
division of Nedbank Limited
Legal Adviser
White & Case Inc
Date: 03-05-2023 04:45:00
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