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Update on the Delisting Process and Renewal of Cautionary Announcement
TRUSTCO GROUP HOLDINGS LIMITED
Incorporated in the Republic of Namibia
(Registration number 2003/058)
Registered as an external company in South Africa
(External registration number 2009/002634/10)
JSE share code: TTO
NSX share code: TUC
OTCQX share code: TSCHY
ISIN Number: NA000A0RF067
("Trustco" or "Company")
UPDATE ON THE DELISTING PROCESS AND RENEWAL OF CAUTIONARY
ANNOUNCEMENT
1. Introduction
1.1 Shareholders are referred to the announcements published on SENS dated 20 January
and 3 February 2025 respectively, regarding the Board of Directors' decision to delist
the Company from the Johannesburg Stock Exchange ("JSE"), Namibian Stock
Exchange ("NSX") and the OTCQX Market in the United States ("OTCQX").
1.2 The wording referenced in the aforementioned SENS announcements applies.
2. Update on the Progress
2.1 An independent expert has been engaged to perform a fairness opinion in terms of the
Listings Requirements and has submitted its application to the JSE for approval on 19
February 2025. Upon receiving approval from the JSE of the appointment of the
Independent Expert, the determination of the fairness opinion would commence, forming
the basis of the delisting offer.
2.2 The board established an independent delisting committee to facilitate the delisting
process. Subsequent to the independent delisting committee inauguration meeting, the
following decisions have been made:
2.2.1 The committee recommended, and the board approved that all pending and
announced transactions currently in the market be withdrawn and implemented
with or without amendments post-delisting at a general meeting and in
accordance with the Namibian Companies Act.
2.2.2 The committee recommended, and the board approved, that all pending and
announced corporate actions currently in the market be withdrawn and
implemented with or without amendments post-delisting at a general meeting and
in accordance with the Namibian Companies Act.
2.3 The date for publication of the AFS and the IAR will be in conjunction with the delisting
offer, as several processes are being coordinated concurrently.
3. Renewal of Cautionary
Shareholders are advised to exercise caution when dealing in the Company's
securities until a full delisting announcement is made. Any questions can
be sent via email to the company secretary at komada@tgh.na.
4. Update on Contact Details of Shareholders
Shareholders are referred to the Announcement on SENS dated 4 February 2025 in
terms whereof shareholders were requested to update their contact information through
the Company's dedicated shareholder contact form at https://www.tgh.na/shareholder-
contact-form/ in order to facilitate effective communication post-delisting.
Windhoek, Namibia,
10 March 2025
Komada Holdings (Pty) Ltd
Company Secretary and Investor Relations Services to Trustco Group Holdings
Limited
JSE Sponsor
Vunani Sponsors
NSX Sponsor
Simonis Storm Securities Proprietary Limited – Windhoek
OTCQX Sponsor
J.P Galda & Co – New York
Date: 10-03-2025 03:35:00
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