AFRICAN EQUITY EMPOWERMENT INVESTMENTS LIMITED
 (Incorporated in the Republic of South Africa)
 (Registration number 1996/006093/06)
 ISIN: ZAE000195731
 Share code: AEE
 ("AEEI")


 UPDATE REGARDING THE UNBUNDLING BY AEEI OF ITS SHAREHOLDING IN AYO – PRO FORMA
                              FINANCIAL EFFECTS



AEEI Shareholders are referred to the firm intention announcement released by AEEI on SENS on Monday,
6 March 2023 (“Firm Intention Announcement”), relating to the unbundling of AEEI’s entire shareholding
in AYO to AEEI Shareholders (“Unbundling”), by way of a pro rata distribution in specie in the ratio of 1 AYO
Share for every 2.89 AEEI Shares held on the Unbundling record date. The Unbundling constitutes a
proposal to dispose of the greater part of the assets of AEEI in terms of section 112 of the Companies Act
and is, accordingly, subject to various provisions of the Companies Act and the Companies Regulations,
2011.

All capitalised terms used but not defined in this announcement, shall bear the meanings ascribed to them
in the Firm Intention Announcement.

The Firm Intention announcement included summarised pro forma financial effects of the Unbundling on
AEEI as at 31 August 2022 (“pro forma financial effects”), which pro forma financial effects had not been
reviewed or audited by AEEI’s external auditors, Crowe JHB and Thawt Inc (“previously published pro
forma financial effects”). During the process of their review of the Circular, including the previously
published pro forma financial effects, Crowe JHB (“Auditors”), in discussion with the directors of AEEI
(“Directors”), concluded that material differences exist between the previously published pro forma financial
effects and the pro forma financial information to be included in the Circular. This announcement serves to
update the pro forma financial effects of the Unbundling.

The summarised pro forma financial effects of the Unbundling, which are the responsibility of the Board,
have been prepared to illustrate the impact of the Unbundling on AEEI’s financial position as at 30 August
2022 and AEEI’s financial performance for the period then ended, as if the Unbundling had taken place at 1
September 2021 and for the period then ended, and, because of its nature may not give a fair presentation
of the AEEI financial position, changes in equity, results of operations or cash flows after the Unbundling nor
the effect of the Unbundling on AEEI's results of operations.

The pro forma financial effects have been prepared in a manner consistent in all respects with International
Financial Reporting Standards, the accounting policies adopted by AEEI as at 30 August 2022, the SAICA
Guide on Pro Forma Financial Information and the JSE Listings Requirements.

The table below sets out the pro forma financial effects of the Unbundling on AEEI as at 31 August 2022
and the assumptions used in the preparation thereof.
                                                              Previously
                                                               published     Revised pro
                                                               pro forma           forma
                                                                financial       financial
                                                                  effects         effects
                                                                                                Change in
                                               Audited                                          respect of
                                           Group to 31       AEEI Group       AEEI Group       the revised
                                           August 2022         after the        after the       pro forma
                                            before AYO             AYO              AYO           financial
                                            Unbundling       Unbundling       Unbundling            effects
 Loss before tax ('000)                        (330 829)      (1 183 292)        (840 728)         342 564
 Basic loss per AEEI Share (cents)               (45,78)         (237,06)         (167,49)               70
 Headline (loss)/profit ('000)                 (182 452)         100 155          108 815             8 660
 Headline (loss)/profit per AEEI Share
 (cents)                                         (37,16)            20,40            22,16                2
 Net asset value per AEEI Share
 (cents)                                          993,32           398,87           404,38                6
 Net tangible asset value per AEEI
 Share (cents)                                    890,60           344,17           349,67                6
 Total assets ('000)                           6 029 757       2 283 790        2 327 163           43 373
 Number of ordinary AEEI Shares in
 issue at period end ('000)                     491 022          491 022          491 022                 0
 Weighted average number of AEEI
 Shares at period end ('000)                    491 022          491 022          491 022                 0

Details of the changes
•   The loss on disposal of the AYO subsidiary was previously overestimated. The reduction in loss is due
    to a correction to the value of the dividend in specie to be declared at the fair value of the AYO Shares
    to be unbundled.
•   The increase in loss per AEEI Share was previously overestimated. The reduction in loss per AEEI
    share is due to a correction of the loss on disposal of the AYO subsidiary.
•   The increase in headline earnings was previously understated. The increase is due to the inclusion of
    equity accounted income of an investee which was deconsolidated as part of the AYO Unbundling.
•   The increase in headline earnings per AEEI Share was previously understated. The increase is due to
    the inclusion of equity accounted income of an investee which was deconsolidated as part of the AYO
    Unbundling.
•   The decrease in net asset value per AEEI Share was previously overestimated. The higher asset value
    per AEEI Share is due to the inclusion of an investment in an associate which was deconsolidated as
    part of the AYO Unbundling.
•   The decrease in net tangible asset value per AEEI Share was previously overestimated. The higher net
    tangible asset value per AEEI Share is due to the inclusion of an investment in an associate which was
    deconsolidated as part of the AYO Unbundling.
•   The decrease in total assets was previously overestimated. The higher total asset value is due to the
    inclusion of an investment in an associate which was deconsolidated as part of the AYO Unbundling.
AEEI Shareholders are referred to the announcement released on SENS on 31 March 2023 advising of the
existence of certain delays in the finalisation of the Circular. AEEI Shareholders are advised that the revised
pro forma financial effects as contained in this announcement will be included in the Circular, the date of
distribution of which will be confirmed by way of a further announcement.

The Independent Board accepts responsibility for the information contained in this announcement. To the
best of the Independent Board’s knowledge and belief, the information contained in this announcement is
true and the announcement does not omit anything likely to affect the importan ce of the information
contained herein.


Cape Town
13 April 2023



Transaction adviser and Sponsor



Vunani Sponsors


Joint Sponsor




Merchantec Capital


Legal Adviser


Clyde & Co Incorporated