PBT GROUP LIMITED - Tender Offer Price

Tender Offer Price

PBT Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1936/008278/06)
JSE Share code: PBG ISIN: ZAE000256319
("PBT" or “the Company”)

TENDER OFFER PRICE

1.     Introduction

Ordinary shareholders of the Company (“Shareholders”) are referred to the SENS announcement
and circular to Shareholders dated 27 February 2020 detailing the voluntary pro rata tender offer to
all Shareholders to repurchase up to 5 384 254 ordinary no par value shares in the capital of PBT
(“Shares”), constituting up to 4.99999% of the issued Shares of the Company (“Tender Offer”).

2.     Tender Offer Price and dividend withholding tax

The Tender Offer price is 215 cents per Share and was calculated using the volume weighted
average traded price of 201.7 cents per Share for the 30 trading days ending Tuesday, 18 February
2020, plus a 6.6% premium (“Tender Offer Price). Accordingly Shareholders are advised that the
gross Tender Offer Price is 215 cents per share (“Gross Tender Offer Price”).

Shareholders who elect to sell their Shares in terms of the Tender Offer will receive the Gross Tender
Offer Price if they are exempt from dividend tax.
Shareholders who are not exempt from dividend tax and elect to sell their Shares in terms of the
Tender Offer will receive an amount of 172 cents per Share, the Net Tender Offer Price, being the
Gross Tender Offer Price less the withholding of dividend tax at a rate of 20%.

3.     Important Dates and Times
                                                                                          2020
 Last day to trade in order to participate in the Tender Offer                 Tuesday, 17 March

 Shares trade “ex” the Tender Offer on                                         Wednesday, 18 March

 Forms of Election and Surrender to be received by Link Market                 Friday, 20 March
 Services by 12:00pm on

 Tender Offer closes at 12:00pm on                                             Friday, 20 March

 Record date to determine which Shareholders are entitled to                   Friday, 20 March
 participate in the Tender Offer at close of business on
 Dematerialised Shareholders who have accepted the Tender Offer                Monday, 23 March
 will have their accounts held at their CSDP or broker credited with
 the Tender Offer Price on

 Payments of the Tender Offer Price to Certificated Shareholders               Monday, 23 March
 on

 Results of the Tender Offer released on SENS on                               Monday, 23 March

 Results of the Tender Offer published in the press on                         Tuesday, 24 March

 Cancellation and termination of listing of PBT Shares repurchased             Friday, 27 March
 in terms of the Tender Offer expected on or about

Notes:
1. The above dates and times may be subject to amendment. Any such amendment will be
   published on SENS and in the press. All times given in this Circular are local times in South
   Africa.
2. Shareholders may not dematerialise or rematerialise their Shares between Wednesday, 18
   March 2020 and Friday, 20 March 2020, both dates inclusive.


Cape Town
9 March 2020
Sponsor:
Sasfin Capital
A member of the Sasfin Group

Date: 09-03-2020 01:00:00
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