CALGRO M3 HOLDINGS LIMITED - General repurchase of ordinary shares

General repurchase of ordinary shares

CALGRO M3 HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2005/027663/06)
JSE Share code: CGR
ISIN: ZAE000109203
Company Alpha Code: CGRI1
LEI: 3789003B0859E9438F25
("the Company")

GENERAL REPURCHASE OF ORDINARY SHARES

At the annual general meeting ("AGM") of the Company held on Thursday, 29 June 2023,
shareholders, by special resolution, granted a general authority to the board of directors of the
Company ("Board") to repurchase up to 20% of the issued ordinary share capital of the
Company, on the terms and subject to the conditions specified in the notice of AGM
("General Authority").

Further to the announcement dated 8 August 2023, Shareholders are hereby advised that,
during the period commencing on 8 August 2023 to 4 December 2023, the Company
repurchased an aggregate of 3 690 342 ordinary shares, representing 3.02% of the issued
ordinary share capital of the Company as at the date on which the General Authority was
granted. The aforementioned ordinary shares were repurchased for an aggregate value of
R14 560 803.04, funded out of the Company's available cash resources, as follows:

 Date of                 Aggregate        Highest price       Lowest price           Aggregate
 repurchases             number of            per share          per share               value
                            shares          repurchased        repurchased
                       repurchased
 8 August 2023           3 690 342                R4.10              R3.31      R14 560 803.04
 to 4 December
 2023

The repurchases were made in terms of the General Authority and were effected through the
order book operated by the JSE Limited trading system without any prior understanding or
arrangement between the Company and the counterparties. The requirements for the general
repurchase of ordinary shares in terms of paragraph 5.72(a) of the JSE Limited Listings
Requirements, have been complied with.

The repurchases did not take place during a prohibited period, as defined in the JSE Limited
Listings Requirements.

The ordinary shares repurchased have been and will be de-listed and cancelled by the date
of this announcement or as soon as possible thereafter as the JSE Limited may permit.

The Company may repurchase up to a further 16 704 360 ordinary shares (13.68% of the
ordinary shares in issue as at the date on which the General Authority was granted), in terms
of the current General Authority, which is valid until the Company's next AGM.

As at the date of this announcement, the Company held 18 894 449 ordinary shares in
treasury (through Calgro M3 Employee Benefit Trust, Calgro M3 Empowerment Trust and
Calgro M3 Developments Limited). The impact of the repurchases of the ordinary shares on
the financial position of the Company is immaterial, as the repurchases were funded out of the
Company's available cash resources.

OPINION OF THE BOARD

The Board has considered the effect of the repurchases and is of the opinion that, for a period
of 12 months following the date of this announcement:

-    the Company and its subsidiaries ("the Group") will be able, in the ordinary course of
     business, to repay their debts;
-    the consolidated assets of the Company and the Group will be in excess of the
     consolidated liabilities of the Company and the Group;
-    the Company's and the Group's share capital and reserves will be adequate for the
     ordinary business purposes of the Company and the Group; and
-    the Company and the Group will have sufficient working capital for ordinary business
     purposes.

Johannesburg
6 December 2023

Equity and Debt Sponsor
PSG Capital

Date: 06-12-2023 08:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.