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Intragroup Disposal of Shares and Dealings by the Italtile Staff Share Scheme
ITALTILE LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1955/000558/06)
Share code: ITE ISIN: ZAE000099123
("Italtile" or "the Company")
INTRAGROUP DISPOSAL OF SHARES AND DEALINGS BY THE ITALTILE STAFF SHARE SCHEME
1. INTRODUCTION
Shareholders are referred to the announcements released on SENS on 14 October 2022 and 11 November
2022, and to the Circular containing the salient features of the Italtile Staff Share Scheme Trust ("Trust")
embodied in the Trust Deed ("Scheme"), being a Schedule 14 share incentive scheme in terms of the JSE
Listings Requirements, as distributed to Shareholders on 14 October 2022.
At the General Meeting held on 11 November 2022, Shareholders approved the adoption of the Scheme,
which entailed, inter alia, the Trust having the ability, subject to the Companies Act, No. 71 of 2008, to
temporarily or permanently sell or transfer ("Dispose" and/or "Disposed") ordinary shares of no par value
in Italtile ("Founder Shares"). The Founder Shares which were acquired by the trustees in office from time
to time ("Trustees") and in accordance with the provisions of the trust deed, held by, and registered in the
name of the Trust from time to time ("Trust Shares"), can be Disposed to Italtile Ceramics Proprietary
Limited (a member of the Italtile Group) ("Ceramics") following written confirmation from the board of
directors of Italtile, after an event, as defined in paragraph 7.2 of the Scheme, such as death, retrenchment,
amalgamation or merger, retirement, ill health or disability or any other reason deemed appropriate by the
Remuneration Committee ("Good Leaver Trigger Event"), for a price equal to the volume weighted
average price at which the Founder Shares traded on the JSE for the 30 (thirty) business days immediately
preceding the date of delivery of the written notice set out in Schedule 1 of the Scheme ("Market Value").
INTRAGROUP DISPOSAL OF SHARES AND DEALINGS BY ITALTILE STAFF SHARE SCHEME
In terms of paragraph 3.99 read with paragraph 5.67(B)(b) of the Listings Requirements of the JSE Limited
("Listings Requirements"), Shareholders are hereby advised that on 17 December 2024, the Trust
Disposed of 21 083 Trust Shares off market to Ceramics, following the Good Leaver Trigger Event, at
Market Value for a total transaction value of R215,811,82.
Volume weighted average price per Share: R10.24
Lowest purchase price: R9.41
Highest Purchase price: R12.24
On settlement of the transaction, the Shares will remain as part of the authorised and issued share capital
of the Company and will be held for future use by Ceramics. Following the transaction, Italtile will hold
131,917,014 treasury shares.
Clearance to deal was received in terms of paragraph 3.66 of the Listings Requirements.
Johannesburg
18 December 2024
Sponsor
Merchantec Capital
Date: 18-12-2024 01:20:00
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