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PSV HOLDINGS LIMITED - Quarterly Suspension and Renewal of Cautionary Announcements

Release Date: 03/08/2023 16:45
Code(s): PSV     PDF:  
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Quarterly Suspension and Renewal of Cautionary Announcements

PSV Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1998/004365/06)
Share code: PSV ISIN: ZAE000078705
(“PSV” or “the Company” or “the Group”)


QUARTERLY SUSPENSION ANNOUNCEMENT AND RENEWAL OF CAUTIONARY ANNOUNCEMENT


QUARTERLY UPDATE
In terms of paragraph 1.11(c) of the JSE Listings Requirements, the Company is required to provide
an update to shareholders regarding the current state of affairs of the Company until the
Suspension is lifted.

The recapitalisation is dependent on approval by Regis Holdings Limited (“Regis”), the Company’s
majority shareholder, which shares have since been transferred to another Regis group entity
known as Drill Stem Testing International Limited (“DSTI”). On 3 May 2022, an amended proposal
was sent to the BRPs and to DSTI to consider. DSTI reverted on 1 June 2022 with proposed
amendments to some of the terms and also requested proof of funds by 14 June 2022. At the time,
DNG Energy Limited (“DNG”) had received credit approval from a financial institution for various
facilities and the relevant legal agreements were near finalisation.

On 6 July 2022, the BRPs filed a notice with the Companies Intellectual Property Commission
(“CIPC”) terminating the business rescue proceedings with the intention to take steps to place the
company into liquidation. DNG requested that the BRPs withdraw the CIPC submission due to the
imminent draw down of facilities as DNG was intent on completing the recapitalisation of PSV,
including the reintroduction and rebuilding of some of the original businesses.

The BRPs agreed to a short delay but subsequently proceeded with the liquidation application. In
the interim, DNG secured its facilities and provided proof thereof to the BRPs. On 27 October 2022,
the liquidation application appeared in the Johannesburg High Court and the application was
removed from the roll. DNG had opposed the application and was ordered to pay the BRPs legal
costs occasioned by the removal and deliver its Affidavit in November 2022, for which an
extension was applied.

On 13 January 2023, the Company and interested parties received a notice of setdown which
was placed on the unopposed roll for 1 February 2023 in the Johannesburg High Court. DNG
opposed the liquidation application and delivered an Answering Affidavit. The BRPs did not
accept the version proffered in the Answering Affidavit and advised of the intention to depose a
Replying Affidavit. In the interim, the liquidation application set down for 1 February 2023 was
withdrawn from the roll to allow the BRPs to deliver their Replying Affidavit. The practitioners have
delivered their Replying Affidavit.

The attorneys for the practitioners had applied for a final date for the liquidation of the Company.
The BRPs are waiting for the court to allocate a court date. The BRPs have since filed an
application to compel DNG to file heads of argument, which DNG is busy preparing. However,
DNG has now approached the BRPs to set up a meeting to discuss a funded proposal for the
rescue and recapitalisation of PSV and is still waiting for a response and a meeting date. A formal
funded offer is in the process of being prepared.

RENEWAL OF CAUTIONARY
Shareholders are referred to the various cautionary announcements published on SENS, the last
of which was dated 22 June 2023, and are advised to continue exercising caution when trading
in the Company’s shares until such time as further announcement relating to the business rescue
and the recapitalisation of the Company is made.

The Company will continue to inform shareholders of the progress in this regard.

Johannesburg
3 August 2023


Designated Advisor
AcaciaCap Advisors Proprietary Limited

Date: 03-08-2023 04:45:00
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