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Renewal of Cautionary Announcement
PEMBURY LIFESTYLE GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 2013/205899/06)
Share code: PEM ISIN: ZAE000222949
(“Pembury” or “the Company”)
RENEWAL OF CAUTIONARY ANNOUNCEMENT
Further to the ‘Receipt of Application for Provisional Liquidation and Cautionary Announcement’ dated
14 February 2020 regarding the liquidation applications served on the Company by Moore Stephens Inc,
Pembury’s former auditors, and the subsequent renewal of cautionary announcements, the last of which
was dated 3 May 2021 (and using the terms defined therein unless otherwise stated), shareholders are
advised that Verityhurst has entered into an agreement for the acquisition of the claims from the former
auditors (“Agreement”), and that the first payment in terms thereof has been made by Verityhurst.
The Agreement provided for the initial halting of the legal proceedings and the withdrawal of the legal
proceedings on receipt of the final payment. It also provided for the former auditors to allow the incoming
auditors access to the working papers in order to verify opening balances, which was a stumbling block
for the new auditors. Whilst the Agreement has technically lapsed, further payments have been made and
the relationship remains cordial. The Company has subsequently entered into new negotiations with the
former auditor to settle debts in shares or extend the payment plan. The Company is still resolving the
issue price with the JSE in terms of the Verityhurst subscription.
With regards to the new auditors finalising the audit for the year ended 31 December 2019, the process
could only commence after the Company had provided IFRS reviewed Annual Financial Statements
(“AFS”) to the new auditors.
Accordingly, the Company has engaged with an independent IFRS reviewer, Professor Sean Weldon, who
has finalised the draft subsidiary financial statements, which were subsequently provided to the new
auditors during January 2021 and an updated audit plan was presented. Queries have been raised and
additional information has been requested from the auditors. Consideration is also being made to
completing the audit for 31 December 2020 on a back to back basis as the Company is busy with the
preparation for this audit as well.
The Audit and Risk Committee (“ARC”) is monitoring this progress of the audit on a weekly basis but the
process of resolving queries has been slow.
The Company will also be required to publish its interim results for the six months ended 30 June 2020,
the audited financial results for the year ended 31 December 2020 and its interim results for the six months
ending 30 June 2021. Thereafter, application will be made to the JSE for the lifting of the suspension of
trade in the Company’s securities.
Accordingly, shareholders are advised to continue exercising caution when dealing in the Company’s
securities until a further announcement is made.
Johannesburg
14 June 2021
Designated Adviser
Merchantec Capital
Date: 14-06-2021 04:51:00
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