SPEAR REIT LIMITED - Changes To Existing Security Arrangements Over Shares Held By An Associate Of A Director

Changes To Existing Security Arrangements Over Shares Held By An Associate Of A Director

SPEAR REIT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2015/407237/06)
Share Code: SEA
ISIN: ZAE000228995
LEI: 378900F76170CCB33C50
Approved as a REIT by the JSE
("Spear" or "the Company")

CHANGES TO EXISTING SECURITY ARRANGEMENTS OVER SHARES HELD BY AN ASSOCIATE OF
A DIRECTOR

In terms of paragraph 3.64(h) of the JSE Limited Listings Requirements, a dealing in securities is deemed
to have occurred at the time that an existing arrangement, which created an encumbrance over securities
of an issuer, is amended.

Investec Bank Limited ("Investec") refinanced an existing loan facility ("Facility") provided to Evlah
Investments Proprietary Limited ("Associate"), an associate of Quintin Michael Rossi ("Director"), in
respect of which Facility the Associate had previously pledged and ceded a number of ordinary shares in
Spear ("Pledged Shares") as security. While the refinancing amended certain terms of the Facility, it did
not affect the number of Pledged Shares already encumbered by the Associate in respect thereof.

Accordingly, in compliance with paragraphs 3.63 to 3.74 of the of the JSE Limited Listings Requirements,
details of the amended terms of the Facility and the encumbrance created over the Pledged Shares, are
disclosed in the table below.

While clearance in terms of paragraph 3.66 of the JSE Limited Listings Requirements was not required, the
Associate nevertheless obtained such clearance prior to refinancing the Facility.


 NAME OF DIRECTOR                            Quintin Michael Rossi

 COMPANY OF WHICH A DIRECTOR                 Spear REIT Limited

 STATUS: EXECUTIVE/NON-                      Executive
 EXECUTIVE

 TYPE AND CLASS OF SECURITIES                Ordinary shares

 NATURE OF TRANSACTION                       The Pledged Shares serve as security for the repayment
                                             obligations of the Associate to Investec, under the amended
                                             refinanced Facility
 TRANSACTION DATE                            The amended Facility agreements were concluded on
                                             14 March 2025

 NATURE AND AMOUNTS OF                       The Associate's financial obligations to Investec under the
 FINANCIAL OBLIGATIONS                       Facility, include the repayment of the increased loan amount
                                             of R30 million (which includes a further advance of
                                             R7,9 million made as part of the refinancing), plus interest
                                             accrued thereon at the amended reduced interest rate
 TERM OF FINANCIAL OBLIGATIONS               36 months

 NUMBER OF SHARES PLEDGED                    7,849,733

 TOTAL DEEMED VALUE OF SHARES                R 75 671 426.12
 PLEDGED                                     (based on the closing share price on 13 March 2025)

 NAME OF ASSOCIATE                           Evlah Investments Proprietary Limited
 
 RELATIONSHIP WITH DIRECTOR                  The Director is a director of the Associate and a beneficiary
                                             of the Associate's sole shareholder

 NATURE AND EXTENT OF INTEREST   Indirect, beneficial
 IN THE TRANSACTION

Cape Town
14 March 2025

Sponsor
PSG Capital

Date: 14-03-2025 05:00:00
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