ARB HOLDINGS LIMITED - Fulfilment of conditions precedent and withdrawal of cautionary announcement

Fulfilment of conditions precedent and withdrawal of cautionary announcement

ARB HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number: 1986/002975/06)
Share Code: ARH ISIN: AE000109435
("ARB" or "the Company" or "the Group")

FULFILMENT OF CONDITIONS PRECEDENT AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT

Shareholders are referred to the renewal of cautionary announcement released on SENS on Wednesday, 7
November 2018, and the detailed terms announcement released on SENS on Wednesday 15 August 2018, which
advised that ARB and its subsidiary, Eurolux Proprietary Limited, signed definitive agreements (the “Agreements”)
with South Ocean Holdings Limited (“South Ocean”) and its subsidiary Radiant Group Proprietary Limited (“Radiant”),
in terms of which ARB, through Eurolux, will acquire 100% of the total issued share capital of Radiant and the
properties that Radiant operate out of, from South Ocean (the “Transaction”).


Shareholders are advised that following the South Ocean general meeting held on 29 November 2018 on which
shareholder approval was obtained, Competition Commission approval has also been obtained for the Transaction
to proceed with the only restriction being a maximum of merger specific retrenchments of 25 employees for a period
of 24 months following the merger date.


Shareholders are further advised that the finalisation date of the Transaction has been postponed to 1 January 2019,
in order to align the financial year end dates of ARB and South Ocean to facilitate the implementation of the
Transaction. South Ocean have announced on SENS that the purchase consideration for the Transaction will be
between R175 million and R185 million.


Given that the effective date and the final purchase consideration have been determined and all the conditions
precedent has been fulfilled, shareholders are no longer required to exercise caution when dealing in the Company’s
securities.


Durban
5 December 2018


Sponsor
Grindrod Bank Limited

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