Reunert Limited (JSE:RLO) News - Posting of circular, notice of general meeting, salient dates and times and independent expert opinion Reunert Limited (Incorporated in the Republic of South Africa) Registration number: 1913/004355/06 Share code: RLO ISIN: ZAE000057428 (“Reunert” or the “Company”) PROPOSED BEE TRANSACTION: POSTING OF THE CIRCULAR, NOTICE OF GENERAL MEETING, SALIENT DATES AND TIMES AND INDEPENDENT EXPERT OPINION Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear the same meanings ascribed thereto in the announcement published by Reunert on SENS on Tuesday, 23 November 2021 (“Announcement”). 1. INTRODUCTION Shareholders are referred to the Announcement regarding the Proposed BEE Transaction, which comprises, inter alia: • the Restructure of the Original BEE Transaction; • the Specific Issue of Reunert Shares; and • the establishment of the ESOP for purposes of facilitating broad-based and meaningful participation by qualifying Reunert employees through an indirect shareholding by the ESOP in Reunert Shares. 2. POSTING OF THE CIRCULAR Shareholders are advised that the Circular containing, details of the Proposed BEE Transaction has been posted to Shareholders today, 21 December 2021. The Circular is also available on Reunert’s website: https://reunert.com/downloads/results/2021/Circular-Dec-2021.pdf. Alternatively, copies of the Circular may be obtained from the registered office of Reunert at Nashua Building, Woodmead North Office Park, 54 Maxwell Drive, Woodmead, 2191 during normal business hours, from today, 21 December 2021 until Tuesday, 15 February 2022. To obtain a thorough understanding of the Proposed BEE Transaction, Shareholders are advised to refer to the full details pertaining thereto, as set out in the Circular. 3. NOTICE OF GENERAL MEETING The General Meeting will be held entirely through the use of an interactive electronic platform at 09:00 (South African Standard Time) on Tuesday, 15 February 2022 (subject to any postponement or adjournment thereof) (“General Meeting”) in order to consider and, if deemed fit, pass, with or without modification, the resolutions to be proposed to Shareholders at the General Meeting for the approval of, inter alia, the Specific Issue of Reunert Shares and the Financial Assistance (“Resolutions”), as set out in the notice convening the General Meeting incorporated into the Circular (“Notice of General Meeting”). The Company has retained the services of The Meeting Specialist Proprietary Limited (“TMS”) to host the General Meeting on an interactive electronic platform in order to facilitate remote participation and voting by Shareholders. The electronic platform will allow Shareholders or their proxies, registered in accordance with the instructions set out in the Notice of General Meeting, to participate in and exercise their voting rights at the General Meeting. TMS will also act as scrutineers for the General Meeting. Shareholders that wish to participate in and vote at the General Meeting will need to register with TMS in accordance with the instructions set out in the Notice of General Meeting. 4. SALIENT DATES AND TIMES EVENT (refer to notes 1 and 2) Record date to determine which Shareholders are entitled to Friday, 10 December 2021 receive the Circular, on Publication of the Circular to Shareholders, on Tuesday, 21 December 2021 Notice of publication of the Circular published on SENS, on Tuesday, 21 December 2021 Last day to trade in Reunert Shares in order to be recorded in the Company’s securities register (“Register”) and thereby be eligible to attend, speak and vote (or abstain from Tuesday, 1 February 2022 voting) at the General Meeting (“General Meeting LDT”) (refer to notes 3 and 4), on Date on which a Shareholder must be recorded in the Register to be eligible to attend, speak and vote (or abstain Friday, 4 February 2022 from voting) at the General Meeting (“General Meeting Record Date”), on Form of proxy and/or the General Meeting electronic participation form to be lodged with TMS by 09:00 (refer to Friday, 11 February 2022 notes 6 and 7), on General Meeting to be held at 09:00, on Tuesday, 15 February 2022 Results of the General Meeting published on SENS, on Tuesday, 15 February 2022 Notes: 1. The dates and times set out above are subject to change, with approval of the JSE, if required. Any change will be published on SENS. 2. All times are in South African Standard Time, unless otherwise stated. 3. Shareholders should note that, since trades in Reunert Shares are settled by way of the electronic settlement system used by Strate Proprietary Limited, settlement of trades will take place 3 (three) business days after the date of a trade. Therefore, persons who acquire Reunert Shares after the General Meeting LDT, being, Tuesday, 1 February 2022, will not be entitled to attend, speak or vote (or abstain from voting) at the General Meeting. 4. No dematerialisation or rematerialisation of Reunert Shares by Shareholders may take place on or after the business day following the General Meeting LDT until the General Meeting Record Date. 5. Dematerialised Shareholders, other than those with “own name” registration, must provide their broker or participant with their instructions for voting at the General Meeting by the cut-off date and time stipulated by their Broker or Participant in terms of their respective Custody Agreements. 6. Any General Meeting electronic participation forms that reach TMS after 09:00 on Friday, 11 February 2022, but before the scheduled date and time of the General Meeting will be taken into account at the General Meeting. 7. If the General Meeting is adjourned or postponed, the forms of proxy and/or the General Meeting electronic participation forms submitted for the initial General Meeting will remain valid in respect of any adjournment or postponement of the General Meeting. 2 5. INDEPENDENT EXPERT REPORT Reunert appointed BDO Corporate Finance Proprietary Limited (“Independent Expert”) to opine on the fairness of the Proposed BEE Transaction, in particular (i) the Restructure of the Original BEE Transaction; (ii) the Specific Issue of Reunert Shares; and (iii) the ESOP Contributions. The Independent Expert has considered the terms and conditions of, inter alia, the Specific Issue of Reunert Shares, the Restructure of the Original BEE Transaction and the ESOP Contributions and is of the opinion that these transactions are fair in so far as Shareholders are concerned. A copy of the Independent Expert’s report is included in the Circular and is also available for inspection from today, 21 December 2021 until Tuesday, 15 February 2022 at Reunert’s registered office. Johannesburg 21 December 2021 Financial Advisor: Investec Bank Limited JSE Equity Sponsor: One Capital Sponsor Services Proprietary Limited Legal Advisor to Reunert: Bowman Gilfillan Inc. Independent Expert: BDO Corporate Finance Proprietary Limited Independent Reporting Accountant and Independent Auditor Deloitte & Touche 3 Date: 21-12-2021 12:32:00 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.