EQSTRA HOLDINGS LIMITED - Results of general meeting and Release of results for the year ended 30 June 2016

Results of general meeting and Release of results for the year ended 30 June 2016

EQSTRA HOLDINGS LIMITED
(Incorporated in South Africa)
(Registration number 1998/011672/06)
Share code: EQS ISIN: ZAE000117123
(“Eqstra” or the “Company”)

Results of general meeting relating to the proposed disposal of Eqstra’s Fleet Management and
Logistics Division and Industrial Equipment Division to enX Group Limited (“enX”), together with a
recapitalisation of the remaining Eqstra business by enX (“Proposed Transaction”)
Release of results for the year ended 30 June 2016

1. Results of the general meeting

   Eqstra ordinary shareholders are advised that the voting results at the general meeting of Eqstra
   regarding the approval by Eqstra ordinary shareholders for the implementation of the Proposed
   Transaction, held at the registered office of the Company today (22 September 2016), were as
   follows:

     Resolution             Number of   Number of         For**         Against**      Abstained*
                            Eqstra      Eqstra
                            ordinary    ordinary
                            shares      shares
                            voted       voted as a
                                        percentage
                                        of Eqstra
                                        ordinary
                                        shares in
                                        issue*
     Special resolution     304 162 726 76.11419%         91.39263%     8.60737%       0.00104%
     number 1: The
     disposal
     Special resolution     304 162 186 76.11405%         91.39262%     8.60738%       0.00117%
     number 2: The
     unbundling
     Special resolution     304 162 186 76.11405%         91.39262%     8.60738%       0.00117%
     number 3: The
     amendment of the
     memorandum of
     incorporation of the
     Company
     Special resolution     304 162 726 76.11419%         91.40484%     8.59516%       0.00104%
     number 4: The
     change of name
     Ordinary resolution    304 162 726 76.11419%         89.60128%     10.39872%      0.00104%
     number 1: The
     specific issue of
     ordinary shares for
     cash (Eqstra
     Subscription Shares)
     Ordinary resolution    304 162 726 76.11419%         91.39263%     8.60737%       0.00104%
     number 2: The
                                                                                    2


     Resolution              Number of   Number of        For**       Against**   Abstained*
                             Eqstra      Eqstra
                             ordinary    ordinary
                             shares      shares
                             voted       voted as a
                                         percentage
                                         of Eqstra
                                         ordinary
                                         shares in
                                         issue*
     specific issue of
     ordinary shares for
     cash (enX Call
     Option)
     Ordinary resolution     304 162 726 76.11419%        91.39262%   8.60738%    0.00117%
     number 3: Category
     1 transaction
     (disposal and
     unbundling)
     Ordinary resolution     304 162 726 76.11419%        91.39263%   8.60737%    0.00104%
     number 4: The issue
     of MCC preference
     shares
     Ordinary resolution     304 162 726 76.11419%        91.40501%   8.59499%    0.00104%
     number 5: The
     election of Mr Justin
     Colling as a director
     Ordinary resolution     304 162 726 76.11419%        91.40501%   8.59499%    0.00104%
     number 6: The
     election of Mr David
     Chadinha as a
     director
     Ordinary resolution     304 162 726 76.11419%        91.40501%   8.59499%    0.00104%
     number 7: The
     election of Mr
     Michael Teke as a
     director
     Ordinary resolution     304 162 726 76.11419%        91.40501%   8.59499%    0.00104%
     number 8: The
     election of Mr
     Clinton Halsey as a
     director
     Ordinary resolution     304 162 726 76.11419%        91.40501%   8.59499%    0.00104%
     number 9: The
     election of Ms
     Octavia Matloa as a
     director
     Ordinary resolution     304 162 726 76.11419%        91.40484%   8.59516%    0.00104%
     number 10: The
     election of Mr Sipho
     Nkosi as a director
                                                                                                     3


     Resolution              Number of   Number of        For**          Against**      Abstained*
                             Eqstra      Eqstra
                             ordinary    ordinary
                             shares      shares
                             voted       voted as a
                                         percentage
                                         of Eqstra
                                         ordinary
                                         shares in
                                         issue*
     Ordinary resolution     304 162 186 76.11405%        91.40500%      8.59500%       0.00117%
     number 11: General
     authority

*       Based on 405 502 997 Eqstra ordinary shares in issue as at the date of the general meeting,
        less treasury shares of 5 889 279.
**      In relation to the total number of Eqstra ordinary shares voted at the general meeting.


     Based on the above voting results, all resolutions were passed by the requisite majority of Eqstra
     shareholders present in person or represented by proxy at the general meeting.

2. Changes to the Board of Directors (“Board”)

     Shareholders are advised that the existing members of the Board will remain until 24 November
     2016, being the date of the Company’s next annual general meeting.

     The new Board members will be appointed with effect from the Final Completion Date for the
     implementation of the Proposed Transaction, which is anticipated to be 1 November 2016,
     allowing for a transition period.

3. Release of Eqstra’s results for the year ended 30 June 2016 (“FY16 Results”)

     The Competition Commission Tribunal date (“Hearing”) in respect of the approval of the
     Proposed Transaction is scheduled for 28 September 2016, being an important condition
     precedent for the finalisation of the Proposed Transaction. The FY16 Results will be finalised
     following the outcome of the Hearing, allowing Eqstra to release the FY16 Results on or about 30
     September 2016.



Johannesburg
22 September 2016

Transaction Sponsor
Nedbank Corporate and Investment Banking

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