CAPITEC BANK HOLDINGS LIMITED - Dealing in Securities by an Associate of a Director

Dealing in Securities by an Associate of a Director

CAPITEC BANK HOLDINGS LIMITED
Registration number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
Share Code:    CPI
ISIN Number: ZAE000035861
(“Capitec”)

DEALING IN SECURITIES BY AN ASSOCIATE OF A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements,
the following information, relating to the dealing in securities by an associate
of a director is disclosed.

Shareholders are referred to the announcements released on SENS on 20 December
2018, 1 July 2021, 3 August 2021 and 15 November 2021, with regards to the hedging
and financing transaction concluded in 2018 over a portion of a shareholding in
Capitec (the “2018 Transaction”) held by Kalander Sekuriteit (Pty) Ltd (“Kalander”).

Shareholders are now advised that as noted in the announcement released on SENS on
15 November 2021, in anticipation of the upcoming expiry and financing repayment date
of a portion of the 2018 Transaction, Kalander has implemented the 2nd tranche of its
hedging and financing transaction over an additional 165 000 unencumbered Capitec
shares (the "2nd Tranche New Transaction") on the basis set out below:

  NAME OF DIRECTOR                         M S du P le Roux
  NAME OF ASSOCIATE                        Kalander
  DIRECTOR’S RELATIONSHIP WITH             Mr Le Roux is a director of Kalander
  ASSOCIATE
  COMPANY OF WHICH HE IS A DIRECTOR        Capitec
  STATUS: EXECUTIVE/NON-EXECUTIVE          Non-Executive Director
  TYPE OF SECURITIES                       Shares
  CLASS OF SECURITIES                      Ordinary
  NUMBER OF SECURITIES TRANSACTED          165 000
  DEEMED VALUE OF SECURITIES TRANSACTED    R304 707 150 (based on a
                                           reference price of R1,846.71)
  NATURE OF TRANSACTION                    Collar
  PUT STRIKE PRICE                         R1,665.00
  CAP STRIKE PRICES                        Min Cap Strike Price: R2,625.79
                                           Max Cap Strike Price: R2,694.87
                                           Ave Cap Strike Price: R2,660.20
  OPTION STYLE                             European
  EXPIRY DATE                              2.7 years on average
  MAXIMUM FINANCIAL OBLIGATION             R274 725 000
  NUMBER OF SHARES PROVIDED AS
  SECURITY/COLLATERAL                      165 000
  TRADE                                    Off Market
  NATURE AND EXTENT OF THE DIRECTOR’S      Indirect, non-beneficial
  INTEREST IN THE TRANSACTIONS

The hedging counterparty shall provide Kalander with loan financing for the duration
of the 2nd Tranche New Transaction. The maximum financial obligation under that
financing arrangement, including all interest thereon, will never exceed the total
number of shares hedged multiplied by the put strike price. Kalander will therefore
always be in the position to fully cover the liability under the financing arrangement
with the shares hedged.

As with the 2018 Transaction and the New Transaction, Kalander’s intention remains
to cash settle the 2nd Tranche New Transaction. As such, all the underlying shares
will continue to be retained by Kalander.

19 November 2021
Stellenbosch

Sponsor
PSG Capital

Date: 19-11-2021 12:20:00
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