Enhanced Investments - Financial Portal

Publication of the Pre-Listing Statement by WeBuyCars

Published: 2024-03-12 18:50:22 ET

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Transaction Capital Limited                                                         TransCapital Investments Limited
(Incorporated in the Republic of South Africa)                                      (Incorporated in the Republic of South Africa)
Registration number: 2002/031730/06                                                 Registration number: 2016/130129/06
JSE share code: TCP                                                                 Bond company code: TCII
ISIN: ZAE000167391                                                                  LEI: 378900AA31160C6B8195
(“Transaction Capital” or “the Company”)

PUBLICATION OF THE PRE-LISTING STATEMENT BY WEBUYCARS

1.        INTRODUCTION

1.1.          Shareholders are referred to the announcement released by Transaction Capital on SENS on Tuesday,
              13 February 2024 regarding the unlocking of value for shareholders of Transaction Capital, comprising: the firm
              intention to unbundle WeBuyCars and its separate listing on the Main Board of the JSE, the WeBuyCars share issue of
              R760 million, the private placement of WBC shares of R500 million, a proposed pre-listing capital raise of R750 million
              and withdrawal of the cautionary announcement, together with the Unbundling Circular published by Transaction
              Capital on 16 February 2024.

1.2.          Shareholders are advised that the pre-listing statement of WeBuyCars is being published by WeBuyCars today,
              Tuesday, 12 March 2024 (“Pre-listing Statement”), and will be accessible on its website at www.webuycars.co.za.

1.3.          All capitalised terms used but not defined in this announcement shall bear the meanings ascribed to them in the Pre-
              listing Statement.

2.        SALIENT DATES AND TIMES

          The salient dates relating to the Listing are set out below:

                                                                                                                                                         2024


    Pre-listing  Statement     made                  available        on       WeBuyCars’            website
                                                                                                                                         Tuesday, 12 March
    (https://www.webuycars.co.za/) on
    Abridged Pre-listing Statement published on SENS on                                                                                  Tuesday, 12 March
    Abridged Pre-listing Statement published in the press on                                                                        Wednesday, 13 March
    General meeting of TC Shareholders to approve the Unbundling of the WBC Shares on                                                         Friday, 15 March
    Results of the general meeting to be published by Transaction Capital on SENS on                                                          Friday, 15 March
    Finalisation announcement published in respect of the Unbundling of the WBC Shares
                                                                                                                                        Wednesday, 3 April
    by Transaction Capital on SENS on
    Listing of Shares under the abbreviated name “WeBuyCars”, share code “WBC” and
                                                                                                                                             Thursday, 11 April
    ISIN ZAE000332789, on the Main Board of the JSE at commencement of trade on

Notes:
1     The above dates and times are subject to amendment at the discretion of WeBuyCars and Transaction Capital, subject to the approval of the JSE, if required.
      Any such amendment will be published on SENS.

2     All times indicated above and elsewhere in this Pre-listing Statement are in South African Standard Time.

3     In terms of the Unbundling, TC Shareholders will receive Shares in Dematerialised form only, which Shares will be listed on the JSE.
3.     LISTING ON THE JSE

3.1.      Subject to the Unbundling Conditions, being fulfilled or waived, as the case may be, the JSE has granted WeBuyCars
          approval for a listing of all its issued Shares on the Main Board of the JSE under the abbreviated name “WeBuyCars”,
          share code “WBC” and ISIN ZAE000332789, with effect from the commencement of trade on Thursday, 11 April 2024.
          WeBuyCars will be listed in the “Specialty Retailers” sector of the Main Board of the JSE.

3.2.      The WBC Shares can only be traded on the JSE in dematerialised (electronic) form after the Listing.

4.     COPIES OF THE PRE-LISTING STATEMENT

       Copies of the Pre-listing Statement are available in English only and may be obtained and are available for inspection
       during normal office hours at the registered office of WeBuyCars at Building 7, Byls Bridge Office Park, 6 Byls Bridge
       Boulevard, Centurion, Gauteng, 0046 and from the offices of PSG Capital at 1st Floor, Ou Kollege Building, 35 Kerk Street,
       Stellenbosch, 7600 and Pallidus at Die Groenhuis, 38 Garsfontein Road, Waterkloof, Pretoria, 0145, respectively. The Pre-
       listing Statement will also be available on WeBuyCars’ website at www.webuycars.co.za from 12 March 2024 until 11
       April 2024.



Sandton
12 March 2024

Transaction Advisor and Sponsor
PSG Capital

Legal Advisor as to South African law
ENSafrica

Legal Advisor as to US and UK law
Goodwin

Tax Advisor
Werksmans Attorneys

Escrow Agent
Cliffe Dekker Hofmeyr

Investor Relations
Nomonde Xulu – Email: nomondex@transactioncapital.co.za




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329 South Oyster Bay Road #2085
Plainview, NY 11803
team@eninvs.com

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All statements made via social media sites sponsored or maintained by Enhanced Investments and its affiliates are for informational purposes only and do not constitute a comprehensive description of Enhanced Investments' investment advisory services.
Certain investments are not suitable for all investors. Before investing, consider your investment objectives and applicable fees. The rate of return on investments can vary widely over time, especially for long term investments. Investment losses are possible, including the potential loss of all amounts invested. Information provided by Enhanced Investments is for informational and general educational purposes only and is not investment or financial advice.