AFRICAN EQUITY EMPOWERMENT INVESTMENTS LIMITED - Further Update To The Firm Intention Announcement And Repurchase

Further Update To The Firm Intention Announcement And Repurchase

AFRICAN EQUITY EMPOWERMENT INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1996/006093/06)
JSE share code: AEE
ISIN: ZAE000195731
("AEEI" or "the Company")


FURTHER UPDATE TO THE FIRM INTENTION ANNOUNCEMENT AND REPURCHASE


1.   INTRODUCTION
     1.1   Shareholders are referred to the Firm Intention Announcement released on SENS on 16 October
           2023 and to the update thereto released on SENS on 1 December 2023 wherein Shareholders
           were advised (and using the terms defined therein unless otherwise stated herein) that:

           1.1.1   the Offer will be effected by way of a scheme of arrangement in terms of section 114(1) (e)
                   of the Companies Act (the "Scheme"), read with section 115 thereof, between AEEI and
                   Eligible Shareholders, in terms of which such Shareholders (the "Repurchase Scheme
                   Participants") will be entitled to elect that all or some of the Shares held by them
                   ("Repurchase Scheme Shares") are repurchased, in accordance with the provisions of
                   section 48 of the Companies Act, for a cash consideration of R1.15 per Repurchase Scheme
                   Share ("Scheme Consideration"), or that they elect to retain all or some of the Shares held
                   by them and, failing election by a Repurchase Scheme Participant, such Repurchase
                   Scheme Participant shall be deemed to have elected that all of its Shares are repurchased
                   for a cash consideration of R1.15; and

           1.1.2   the Delisting Resolution will not be put to Shareholders for approval at the General Meeting
                   and instead, the Delisting will be implemented in terms of paragraph 1.17(b) of the Listings
                   Requirements.

2.   FURTHER UPDATE

     2.1   Shareholders are hereby advised that:

           2.1.1   as it is not possible for the Company, prior to the implementation of the Scheme, to provide
                   the JSE with certainty as to the exact number of Eligible Shareholders who may elect to
                   retain all or some of the Shares held by them;

           2.1.2   the JSE cannot, prior to the implementation of the Scheme, make a determination in terms
                   of paragraph 1.17(b) of the Listings Requirements as to whether AEEI will no longer qualify
                   for a listing post the implementation of the Scheme.

     2.2   Accordingly, Shareholders are hereby advised that the Delisting Resolution, which requires the
           approval of at least 75% of Shareholders present or represented by proxy at the General Meeting,
           will be included in the notice to convene the General Meeting to be included in the Circular referred
           to in paragraph 3 below, and put to Shareholders for approval of the delisting of AEEI f rom the
           JSE ("Delisting") at the General Meeting.

3.   DISTRIBUTION OF THE CIRCULAR

     3.1   The Circular providing full details of the Scheme and the Delisting, including the date on which these
           will be implemented, and containing, inter alia, the notice of the General Meeting, the report by the
           Independent Expert and the recommendation of the Independent Board, will be distributed to
           Shareholders in due course.

     3.2   A further announcement setting out details of the salient dates and times will be published on
           SENS and in the press at the time of distribution of the Circular.

4.   RESPONSIBILITY STATEMENT

     4.1   The Independent Board and the Board, individually and collectively, accept responsibility for the
           information contained in this announcement which relates to AEEI, the Scheme and Delisting, and
           certify that to the best of their knowledge and belief, such information contained in this
           announcement is true and nothing has been omitted which is likely to affect the importance of such
           information.


 Cape Town
 05 January 2024


 Legal adviser to AEEI
 Smith Tabata Buchanan Boyes Inc.

 Corporate Advisor and Sponsor to AEEI
 Vunani Capital Sponsors

 Joint Sponsor to AEEI
 Merchantec Capital

Date: 05-01-2024 04:01:00
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