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Waiver of Mandatory Offer

Published: 2021-11-08 14:43:00 ET
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Jasco Electronics Holdings (JSE:JSC) News - Waiver of Mandatory Offer

JASCO ELECTRONICS HOLDINGS LIMITED
Incorporated in the Republic of South Africa)
Registration Number: 1987/003293/06)
Share Code: JSC    ISIN: ZAE000003794
"Jasco" or “the group”)

WAIVER OF MANDATORY OFFER

Shareholders are referred to the announcement released on
SENS on Thursday, 7 October 2021 regarding the Proposed Rights
Offer and the TRP Waiver Circular, as well as to the results
of general meeting announcement, released on SENS on Friday,
5 November 2021.

The Proposed Rights Offer is expected to be partially
underwritten by one of the Company’s existing shareholders,
Community Investment Holdings Proprietary Limited (“CIH”).

Terms defined in the TRP Waiver Circular shall, unless
otherwise stated, bear the same meaning in this announcement.

The results of general meeting announcement stated, inter
alia, that the waiver of mandatory offer resolution was
approved by Independent Shareholders in terms of Takeover
Regulation 86(4) ("Waiver of Mandatory Offer Resolution").

Following the approval of the Waiver of Mandatory Offer
Resolution, an application was made to the TRP for an
exemption from the obligation of CIH to make a mandatory offer
to the holders of the remaining Shares of Jasco, and make a
ruling as envisaged in the Panel Guideline 2/2011 ("Panel
Waiver Ruling").

Shareholders are advised that the Panel has granted the Panel
Waiver Ruling. The reasons for granting the Panel Waiver
Ruling are available from the Panel on request by any Jasco
Shareholder. Any such request must be made in writing and
addressed to "The Executive Director, Takeover Regulation
Panel" at any of the addresses specified below.

Jasco Shareholders are also advised that they may request the
Takeover Special Committee to review the Waiver Ruling within
five business days of publication of this announcement (i.e.
by no later than Monday, 15 November 2021). Any such request
must be made in writing and addressed to "The Executive
Director, Takeover Regulation Panel" at any of the addresses
specified below.
If delivered by hand or courier, or if posted:

The Executive Director
Takeover Regulation Panel
1st Floor, Block 2, Freestone Park
135 Patricia Road, Atholl, Johannesburg, 2196

If Faxed:
The Executive Director
Takeover Regulation Panel
+27 86 274 9056

The Panel waiver proceedings will be regarded as complete (i)
after the expiry of the aforesaid five business day period if
no Shareholder/s requests the Takeover Special Committee to
review the Panel Waiver Ruling or (ii) on the date that the
Takeover Special Committee confirms the Panel Waiver Ruling
if Shareholder/s requests the Takeover Special Committee to
review the Panel Waiver Ruling.

The members of the Independent Board established to consider
the Waiver of Mandatory Offer, accept full responsibility for
the accuracy of the information contained in this
announcement in relation to the Waiver of Mandatory Offer,
and certify that, to the best of their knowledge and belief,
there are no other facts, the omission of which would make
any statement in this announcement false or misleading, that
they have made all reasonable enquiries to ascertain such
facts and that this announcement contains all information
required by law in relation to the Waiver of Mandatory Offer.

Midrand
8 November 2021
Sponsor: Grindrod Bank Limited

Date: 08-11-2021 04:43:00
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