Results of General Meeting
Mettle Investments Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2008/002061/06)
JSE share code: MLE
(“Mettle” or the “Company”)
Mantessa Equities Proprietary Limited Granadino Investments Proprietary Limited
(Incorporated in the Republic of South Africa) (Incorporated in the Republic of South Africa)
(Registration number: 2015/358994/07) (Registration number: 1984/002514/07)
The Trustees of the Peridot Trust
Master’s Reference Number IT432/2010
(Mantessa, Granadino and Peridot collectively the “Offerors”)
RESULTS OF GENERAL MEETING
1.1. Shareholders are referred to the Firm Intention Announcement released on the Stock Exchange
News Service (“SENS”) by Mettle and the Offerors on 11 September 2020 and the
announcement confirming the posting of the Circular to Shareholders, dated 19 October 2020.
1.2. As contemplated in these announcements, the General Meeting was duly held at 10:00 on
Monday, 23 November 2020 and was hosted and conducted entirely in electronic format.
1.3. Capitalised words and phrases in this announcement shall, unless the context indicates
otherwise, bear the same meanings ascribed thereto in the Circular.
2. Results of the General Meeting
2.1. Shareholders are hereby advised that all the Resolutions set out in the Notice of General
Meeting were proposed and passed by the requisite majority of Shareholders entitled to vote.
2.2. The total number of Mettle ordinary shares in issue is 247 174 375 shares, of which 32 909 435
were Scheme Shares which were entitled to vote. The total number of Scheme Shares voted
at the General Meeting were 19 319 847, representing 58.71% of the Scheme Shares which
were entitled to vote.
2.3. Details of the results of the voting at the General Meeting are as follows:
Resolutions Shares voted Votes Votes For Votes
Number % (1) % (1) % (2) % (2)
Special Resolution 19 319 847 58.71 0.01 95.48 4.52
Approval of the Scheme
Ordinary Resolution 19 319 847 58.71 0.01 95.48 4.52
Authority granted to Directors
or Company Secretary
1. As a percentage of the Scheme Shares entitled to vote.
2. As a percentage of Scheme Shares voted
3. Conditions Precedent to the Scheme
3.1. Shareholders will be advised once all the Scheme Conditions Precedents, as set out in the
Circular, have been fulfilled (or waived, to the extent possible).
3.2. A finalisation announcement will be made in due course, based on the indicative salient dates
and times detailed in the Circular.
4. Exercise by Dissenting Shareholders of Appraisal Rights
4.1. As detailed in the Circular and the Notice of the General Meeting, Shareholders wishing to
exercise their Appraisal Rights (“Dissenting Shareholders”) were required to, inter alia,
provide the Company with a written Notice of Objection before the General Meeting.
4.2. The following Notice(s) of Objection were received by the Company prior to the General
Dissenting Shareholders Number of Mettle Number of Shares
Shares held voted against, as %
of issued Mettle
Breede Coalitions (Pty) Ltd 500 000 0.20%
Standard Bank Nominees (RF) (Pty) Ltd 302 799 0.12%
(Wahoo Investments (Pty) Ltd)
BNS Nominees (RF) (Pty) Ltd 69 828 0.03%
(Nicolas James Krige)
Total 872 627 0.35%
All Dissenting Shareholders attended the General Meeting and voted against the Scheme
5. Responsibility Statement
The Independent Board accepts responsibility for the information contained in this
announcement as it pertains to Mettle. To the best of the Independent Board's knowledge and
belief, the information contained in this announcement as it pertains to Mettle is true and nothing
has been omitted which is likely to affect the importance of such information.
24 November 2020
Joint Corporate Advisor and Designated Advisor Joint Corporate Advisor
Questco Proprietary Limited Mettle Corporate Finance Proprietary Limited
Legal Advisor to the Company Legal Advisor to the Offerors
RH Legal Edward Nathan Sonnenbergs Inc t/a ENSafrica
Nodus Capital TS Proprietary Limited
Date: 24-11-2020 04:52:00
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.