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Finalisation announcement in respect of AttBid’s mandatory offer and revised timetable
RMB Holdings Limited AttBid Proprietary Limited
Incorporated in the Republic of South Africa Incorporated in the Republic of South Africa
Registration number 1987/005115/06 Registration number 2025/889173/07
ISIN: ZAE000024501 ("AttBid")
JSE ordinary share code: RMH
("RMH" or "the Company")
FINALISATION ANNOUNCEMENT IN RESPECT OF ATTBID'S MANDATORY OFFER AND REVISED
TIMETABLE
Unless otherwise defined in this announcement, capitalised words and expressions have the same
meanings given to them in the combined circular distributed to RMH Shareholders on 8 April 2026
("Circular") and available on RMH's website (https://rmh.co.za/investor-relation).
1. INTRODUCTION
1.1. AttBid refers to the:
1.1.1. joint firm intention announcement of AttBid and RMH dated 9 February 2026 ("Joint
Announcement"), in terms of which AttBid has agreed to make an offer (the "Offer") to the
shareholders of RMH ("RMH Shareholders") to acquire all of the issued ordinary shares in the
share capital of RMH ("RMH Shares"), other than the RMH Shares currently held by Atterbury
Property Fund Proprietary Limited ("APF") and the treasury shares held by any subsidiary and/or
trust controlled by RMH (such RMH Shares in respect of which the Offer is made being the Offer
Shares);
1.1.2. joint dealings announcement on 24 February 2026 announcing that the Offer will become a
mandatory offer as a result of the acquisition of shares in RMH and its concert parties;
1.1.3. Circular containing full details of the Offer which was distributed to RMH Shareholders on 8 April
2026; and
1.1.4. the joint announcement on 18 May 2026 announcing inter alia certain updates to the important
dates and times outlined in the Circular (the "Timetable Updates Announcement").
1.2. The purpose of this announcement is to announce to RMH Shareholders that all Regulatory
Approvals have been obtained in respect of the implementation of the Offer.
2. REGULATORY APPROVALS
2.1. Following the announcement by AttBid to RMH Shareholders on 14 April 2026 that the South African
Competition Tribunal has approved the Offer without any conditions, AttBid wishes to further inform
RMH Shareholders that the Takeover Regulation Panel issued its compliance certificate in respect
of the Offer in accordance with section 121(b)(i) of the Companies Act read with Regulation 102(13)
of the Takeover Regulations on 19 May 2026.
2.2. Accordingly, RMH Shareholders are hereby advised that all Regulatory Approvals contemplated in
the Circular have been received and the Offer is unconditional as to the implementation thereof.
2.3. The finalisation date in terms of the Offer is therefore as initially communicated to the RMH
Shareholders via the Circular, being Tuesday, 19 May 2026 ("Finalisation Date").
3. FIRST PAYMENT DATE AND SETTLEMENT DATE
As outlined in the Timetable Updates Announcement, RMH Shareholders are reminded that:
3.1. payment of the Offer Consideration to Offerees who have accepted the Offer by Friday, 15 May 2026
will be made on the revised first payment date, being Friday, 22 May 2026; and
3.2. accordingly, settlement of the relevant payments will take place on Friday, 22 May 2026.
4. OFFER ACCEPTANCES AND CLOSING DATE
4.1. RMH Shareholders who still wish to participate in the Offer are encouraged to tender their
acceptances before Friday, 29 May 2026 (unless extended) ("Closing Date").
4.2. The Offer will close on the Closing Date and any RMH Shareholders who have not accepted the
Offer by 12:00 on the Closing Date will no longer be able to accept the Offer and will not be entitled
to receive the Offer Consideration.
4.3. Where RMH Shareholders, their CSDPs or brokers have any questions in relation to the Offer, they
should refer to the Circular on the RMH's website at https://rmh.co.za/investor-relation or refer
queries to RMH's company secretary at company.secretary@rmbh.co.za.
5. UPDATED IMPORTANT DATES AND TIMES
Save for the updates to the important dates and times contemplated in the Timetable Updates
Announcement, the important dates and times of the Offer remain unchanged from those published
in the Circular and accordingly the Offer will be implemented in accordance with the timetable set
out below:
2026
Finalisation date announcement published on SENS Tuesday, 19 May
First payment date: payment of Offer Consideration to Offerees who Friday, 22 May
have accepted the Offer by Friday, 15 May 2026 (see notes 6 and 7)
Last day to trade in RMH Shares in order to participate in the Offer Tuesday, 26 May
RMH Shares trade "ex" the Offer Wednesday, 27 May
Record date to determine which RMH Shareholders may accept the Offer Friday, 29 May
Offer initially closes, with right to extend (which extension will be Friday, 29 May
announced on SENS), at 12:00 on (Closing Date)
Results of the Offer to be announced on SENS Monday, 1 June
Offer Consideration credited to Dematerialised Offer Participants' Monday, 1 June
account with the relevant CSDP or Broker as per notes 6 and 7 below
Offer Consideration to be sent by electronic funds transfer to Certificated Monday, 1 June
Offer Participants (subject to receipt by RMH's Transfer Secretaries of
Documents of Title on or prior to 12:00 on the Closing Date and a duly
completed Form of Acceptance and Transfer (blue)) as per notes 6 and 7
below
Notes:
1. All dates and times above and quoted generally in the Circular are South African local times
unless otherwise stated.
2. Certificated RMH Shareholders are required to complete and return the Form of Acceptance and
Transfer (blue) in accordance with the instructions contained therein to be received by RMH's
Transfer Secretaries by no later than 12:00 on the Closing Date.
3. Any change to the above dates and times will be agreed upon by AttBid and the TRP, and RMH
Shareholders will be advised by release on SENS and, if required, publication in the South African
press. All times indicated above are South African times.
4. No dematerialisation or rematerialisation of RMH Shares will take place between the trading ex-
date and the record date, both days inclusive.
5. RMH Shareholders should note that acceptance of the Offer will, subject to paragraph 5.7.2 of
the Circular, be irrevocable.
6. In the event the above dates and times relating to the crediting and transfer of the Offer
Consideration are amended, the amended dates and times will be released on SENS and, if
required, published in the South African press.
7. Settlement of the Offer Consideration will take place within six Business Days of the later of the
receipt by AttBid of the Regulatory Approvals and acceptance of the Offer, by Offer Participants.
The last day for settlement of the Offer Consideration is on the Settlement Date.
6. RESPONSIBILITY STATEMENT
6.1. The directors of AttBid accept responsibility for the information contained in this announcement and
confirm that, to the best of their knowledge and belief, the information contained in this
announcement is true and that this announcement does not omit anything which is likely to affect the
importance of the information.
6.2. The RMH independent board accepts responsibility for the information contained in this
announcement relating to RMH and the RMH group. To the best of their knowledge and belief (who
have taken all reasonable care to ensure that such is the case), the information contained in this
announcement is true and where appropriate does not omit anything likely to affect the importance
of the information contained herein.
Johannesburg
19 May 2026
Transaction Adviser to AttBid Legal Adviser to AttBid
Pallidus Group Alchemy Law
Sponsor to RMH Legal Adviser to RMH
BSM Sponsors Webber Wentzel
Date: 19-05-2026 10:30:00
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