Wrap Text
Finalisation Announcement - Redemption of the entire issued cumulative preference shares in Barloworld
BARLOWORLD LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1918/000095/06)
(Share code: BAWP)
(JSE ISIN: ZAE000026647)
(Bond issuer code: BIBAW)
("Barloworld")
FINALISATION ANNOUNCEMENT – REDEMPTION OF THE ENTIRE ISSUED CUMULATIVE PREFERENCE SHARES IN
BARLOWORLD
Unless otherwise defined in this announcement ("Announcement"), capitalised words and expressions have the meanings given
to them in the Circular (as defined below) and the Redemption Announcement (as defined below).
1. INTRODUCTION
Barloworld Ordinary Shareholders and Barloworld Preference Shareholders are referred to:
(i) the circular to Barloworld shareholders dated 29 January 2025 ("Circular") setting out, among other things, the
terms and conditions of the Standby Offer by Newco to acquire all the issued Barloworld Ordinary Shares
excluding the Barloworld Ordinary Shares held by the Excluded Shareholders;
(ii) the announcement released by Barloworld on SENS and ANS on Friday, 19 December 2025, advising
Barloworld Ordinary Shareholders and Barloworld Preference Shareholders that Barloworld shall redeem all of
the Barloworld Preference Shares ("Redemption Announcement");
(iii) the announcement released by Barloworld on SENS and ANS on Friday, 23 January 2026, advising Barloworld
Ordinary Shareholders that Newco completed its compulsory acquisition of the Remaining Barloworld Shares;
and
(iv) the announcement released by Barloworld on SENS and ANS on Tuesday, 17 February 2026 advising
Barloworld Preference Shareholders that although the special resolution required to implement the Preference
Share Terms Amendment has been passed by the Barloworld Ordinary Shareholders and filed with the
Companies and Intellectual Property Commission on Monday, 16 February 2026, the relevant approvals
required from FinSurv in terms of the Exchange Control Regulations in order to redeem the Barloworld
Preference Shares and delist them from the JSE had not yet been obtained
2. REDEMPTION OF THE BARLOWORLD PREFERENCE SHARES
(i) As announced in the Redemption Announcement on SENS, the Redemption and delisting of the Barloworld
Preference Shares would follow once the special resolution required to be passed by Barloworld Ordinary
Shareholders to give effect to the Preference Share Terms Amendment has been passed and filed with the
Companies and Intellectual Property Commission, and Barloworld has obtained any approvals required from
FinSurv in terms of the Exchange Control Regulations in order to redeem the Barloworld Preference Shares
and delist them from the JSE.
(ii) The special resolution required to implement the Preference Share Terms Amendment has been passed by
the Barloworld Ordinary Shareholders and filed with the Companies and Intellectual Property Commission on
Monday, 16 February 2026 following the implementation of the Squeeze-Out and the delisting of the Barloworld
Ordinary Shares from the JSE (which delisting occurred on Tuesday, 27 January 2026).
(iii) Furthermore, Barloworld has today, Tuesday, 17 February 2026, obtained the relevant approvals required from
FinSurv in terms of the Exchange Control Regulations in order to redeem the Barloworld Preference Shares
and delist them from the JSE.
(iv) Accordingly, Barloworld intends to redeem the Barloworld Preference Shares on Monday, 2 March 2026.
Therefore, subject to the tax implications set out in the Redemption Announcement, the gross amount payable
to the holders of the Barloworld Preference Shares will be equal to a capital payment of ZAR2.50 (250 cents)
plus a dividend payment of ZAR0.057 (5.7 cents) (ZAR2.557 (255.7 cents)) per Barloworld Preference Share
and the net amount payable to the holders of Barloworld Preference Shares who are subject to dividends
withholding tax at 20% (as described in the Redemption Announcement) will be equal to a capital payment of
ZAR2.50 (250 cents) and a dividend payment of ZAR0.0456 (4.56 cents) (ZAR2.5456 (254.56 cents)) per
Barloworld Preference Share (in each case rounded to the nearest cent, with one-half of a cent or more rounded
up and less than one-half of a cent rounded down).
3. SALIENT DATES AND TIMES
Shareholders are reminded of the salient dates and times as announced on 19 December 2025:
Last day to trade in Barloworld Preference Shares on the JSE and the A2X Tuesday, 24 February 2026
Listing of Barloworld Preference Shares suspended on the JSE and the A2X Wednesday, 25 February 2026
with effect from the commencement of trade on
Record date to be recorded in the Register as a Barloworld Preference Friday, 27 February 2026
Shareholder in order to receive the redemption payment
Date of payment of the redemption payment to Barloworld Preference Monday, 2 March 2026
Shareholders
Termination of listing of Barloworld Preference Shares on the JSE and A2X from Tuesday, 3 March 2026
the commencement of trade on
The amended Barloworld MOI will remain available for inspection as Barloworld's registered office, Barloworld Corporate
Office, 61 Katherine Street, Sandton, 2196 from Friday, 13 February 2026 until Monday, 2 March 2026.
No Barloworld Preference Share certificates may be dematerialised or rematerialised from Wednesday, 25 February
2026.
Johannesburg
17 February 2026
Transaction sponsor in relation to the preference share redemption
Tamela Holdings Proprietary Limited
Date: 17-02-2026 11:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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