Update Regarding The Disposal By Trustco Of Up To 20% Of Legal Shield Holdings (Proprietary) Limited
TRUSTCO GROUP HOLDINGS LIMITED
Incorporated in the Republic of Namibia
(Registration number 2003/058)
NSX Share Code: TUC
JSE Share Code: TTO
ISIN Number: NA000A0RF067
(“Trustco”, or “the Company”)
UPDATE REGARDING THE DISPOSAL BY TRUSTCO OF UP TO 20% (TWENTY PERCENT) OF LEGAL
SHIELD HOLDINGS (PROPRIETARY) LIMITED (“LEGAL SHIELD HOLDINGS”)
1. INTRODUCTION
Trustco shareholders (“Shareholders”) are referred to the announcement published on SENS
on 24 November 2017 wherein shareholders were advised that Trustco and Riskowitz Value
Fund LP (“Purchaser”) have entered into a sale of share agreement (“Agreement”) in terms of
which Trustco will dispose of 20% (twenty percent) of the issued share capital of Legal Shield
Holdings, a wholly-owned subsidiary of Trustco for R1.2 billion (“Consideration”)
(“Transaction”).
2. TERM OF THE TRANSACTION
It was provided in the Agreement that the Purchaser would conduct a due diligence on Legal
Shield Holdings between 8 January 2018 and 31 January 2018. The Purchaser instructed
Deloitte South Africa to conduct the Due Diligence on its behalf.
In accordance with the Agreement, the Purchaser has confirmed that the due diligence is to
its satisfaction and consequently, the Purchaser will acquire 20% of Legal Shield Holdings for
the Consideration.
3. CIRCULAR
The Transaction is a Category 2, related party transaction requiring the approval of
Shareholders in general meeting. The Company is in the process of finalising the circular
relating to the Transaction (“Circular”). Consequently, the Issuer Regulation Division of JSE
Limited (“JSE”) has been approached and has granted Trustco an extension of the 60 day rule
pursuant to paragraph 9.20(b) of the JSE Listings Requirements to dispatch the Circular to
Shareholders. The extension has been granted until 31 March 2018.
Windhoek, Namibia
1 February 2018
Amanda Bruyns
Company Secretary: Trustco Group Holdings Limited
JSE Sponsor
Sasfin Capital Proprietary Limited (a member of the Sasfin group)
NSX Sponsor
Simonis Storm Securities Proprietary Limited
Independent Expert
Effortless Corporate Finance
Date: 01/02/2018 10:06:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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