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Cautionary announcement
ZARCLEAR HOLDINGS LIMITED
(Incorporated in South Africa)
(Registration number 2000/013674/06)
Share code: ZCL ISIN: ZAE000262820
(“Zarclear” or the “Company”)
CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the announcement released on SENS on 24 November 2020, wherein shareholders were
advised that:
- as a result of the extensive take-up of the general offer to Zarclear shareholders by Legae Peresec Capital
Proprietary Limited, Zarclear’s public shareholding in now well below the minimum spread requirements for
Main Board JSE-listed companies; and
- having regard to the impact that the COVID-19 pandemic has had and is anticipated to continue to have on equity
capital markets in general and on small market capitalisation companies such as Zarclear for an extended period,
the board of directors of Zarclear has resolved that it would be in the best interests of the Company and its shareholders
for the Company to seek a delisting of the Company’s shares from the JSE and A2X.
In compliance with the JSE Listings Requirements and A2X Listings Requirements, the proposed delisting of the
Company’s shares from the JSE and A2X exchanges is required to be accompanied by an offer (that an independent
expert has confirmed to be fair to shareholders) which is to be made to holders of all Zarclear’s listed securities.
Shareholders are advised that the Company is in advanced stages of procuring a third-party offer to facilitate the
proposed delisting. The proposed delisting and related offer will be implemented on the basis that shareholders will be
afforded an opportunity to either monetise their investment in Zarclear shares at a fair price or to continue to hold shares
in Zarclear in an unlisted environment.
Pending further announcements, shareholders are advised to exercise caution when dealing in the Company’s shares.
Zarclear Board responsibility statement
The board of the directors of Zarclear collectively and individually accepts responsibility for the information contained
in this announcement and certifies that, to the best of its knowledge and belief, the information contained in this
announcement relating to Zarclear is true and this announcement does not omit anything that is likely to affect the import
of such information.
12 April 2021
Corporate advisor and sponsor to Zarclear
Java Capital
Date: 12-04-2021 11:15:00
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