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Distribution of Circular

Published: 2022-11-22 10:35:20 ET
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Safari Investments RSA Limited
(Incorporated in the Republic of South Africa)
(Registration number 2000/015002/06)
Approved as a REIT by the JSE Limited
Share code: SAR
ISIN: ZAE000188280
(“Safari” or “the Company”)


DISTRIBUTION OF CIRCULAR


1.      INTRODUCTION

        Shareholders of Safari (“Shareholders”) are referred to previous SENS announcements
        released by the Company relating to the Offer by Heriot Properties Proprietary Limited, a wholly
        owned subsidiary of Heriot REIT Limited, and the parties acting in concert with it (collectively,
        “Heriot”) acquiring Safari Shares.

        Shareholders are further referred to the SENS announcement by Heriot released on 13 October
        2022 whereby a circular (the “Heriot Circular”) was distributed to Heriot shareholders to
        acquire all or part of the issued ordinary share capital of Safari, not already owned by Heriot,
        for a cash offer consideration of R5,60 (Five Rand and Sixty Cents) per offer share as detailed
        in the Heriot Circular (“The Offer”).

2.      DISTRIBUTION OF CIRCULAR

        A response circular (“Circular”), setting out the views and opinion of the Independent Board
        regarding the Offer will be distributed to Shareholders today Tuesday, 22 November 2022.

        The Circular is available in English only. Copies may be obtained during normal business hours
        from the registered office of the Company and from the offices of the Company’s sponsor, PSG
        Capital, from Tuesday, 22 November 2022 until Friday, 9 December 2022 (both days inclusive).
        A copy of the Circular will also be available on the Company’s website https://www.safari-
        investments.com/investor-relations.

3.      SALIENT DATES AND TIMES

        Shareholders are referred to the table below setting out the salient dates and times in relation
        to The Offer.


         Event                                                                             Date (2022)

         Record date to determine which Safari shareholders
         are entitled to receive the Heriot Circular                                  Friday, 7 October
         Heriot Circular together with the accompanying form of
         acceptance posted to Safari shareholders on
                                                                                 Thursday, 13 October
         Announcement relating to the issue of the Heriot
         Circular and the General Offer released on SENS on                      Thursday, 13 October
         General Offer opens at 09:00 on
                                                                                    Friday, 14 October
         Announcement relating to the issue of the Heriot
         Circular and the General Offer published in the press
         on                                                                         Friday, 14 October
         Record date to determine which Shareholders are
         entitled to receive this Circular
                                                                                  Friday, 11 November
      Posting of this Circular to Shareholders on                            Tuesday, 22 November
      Notice of posting of this Circular to Shareholders
      published on SENS on                                                   Tuesday, 22 November
      Last day to trade in Safari shares on the JSE in order
      to participate in the General Offer                                     Tuesday, 6 December
      Date on which Safari shares trade ‘ex’ the General
      Offer                                                                Wednesday, 7 December
      Date on which the General Offer closes at 12:00 on                        Friday, 9 December
      Record date on which Safari shareholders must hold
      Safari shares in order to accept the General Offer                        Friday, 9 December
      Results of the General Offer announced on SENS
                                                                             Monday, 12 December
      Offer Consideration paid to Offer Participants as per
      notes 6 and 7 below, with the last payment on                          Monday, 12 December
      Results of the General Offer published in the press                    Tuesday, 13 December

     Notes:

      1.      All dates and times in this circular are local dates and times in South Africa.
      2.      The above dates and times are subject to change. Any changes will be released on
              SENS and, if required, published in the press.
      3.      No dematerialisation and rematerialisation of Safari shares may take place between
              Wednesday, 7 December 2022 and Friday, 9 December 2022, both days inclusive.
      4.      Certificated Shareholders who accept the General Offer will have the Offer
              Consideration transferred to them by way of EFT by no later than the Offer Payment
              Date, being within 6 business days after the date on which such Shareholders deliver
              forms of acceptance, as set out in the Heriot Circular, and documents of title to the
              transfer secretaries, unless such forms of acceptance and documents of title are
              delivered on the Closing Date, in which case the Offer Consideration will be paid on the
              first business day following the Record Date.
      5.      Dematerialised Shareholders who accept the General Offer will have their accounts at
              their CSDP or broker updated with the Offer Consideration by no later than the Offer
              Payment Date, being within 6 business days after the date on which the CSDPs or
              brokers of such Safari shareholders notify the transfer secretaries of their acceptance
              of the General Offer, unless such notification is received on the Closing Date, in which
              case the Offer Consideration will be paid on the first business day following the Record
              Date

4.   WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT

     Shareholders are referred to the further cautionary announcement released by the Company
     on SENS on 10 November 2022.

     All the details relating to The Offer received from Heriot are disclosed in the response Circular
     as published today, 22 November 2022. Accordingly, caution is no longer required to be
     exercised by Shareholders when dealing in the Company’s shares.

5.   INDEPENDENT BOARD RESPONSIBILITY STATEMENT

     The Independent Board individually and collectively accepts full responsibility for the accuracy
     of the information contained in this announcement. In addition, the Independent Board certifies
     that to the best of its knowledge and belief, the information contained in this announcement
     solely pertaining to the Company is true and, where appropriate, does not omit anything that is
     likely to affect the importance of the information contained herein, and that all reasonable
     enquiries to ascertain such information have been made.
Pretoria
22 November 2022

Sponsor
PSG Capital




Queries:

Pieter Van Niekerk

Email: pieter@safari-investments.com

Tel: +27 (0)12 365 1889