COPPER 360 LIMITED - Results of General Meeting

Results of General Meeting

Copper 360 Limited
(Incorporated in the Republic of South Africa)
Registration number 2021/609755/06
JSE Share Code: CPR ISIN: ZAE000318531
("Copper 360" or "the Company")


RESULTS OF GENERAL MEETING


1.    Introduction


      Copper 360 shareholders ("Shareholders") are referred to the circular dated 26 March 2024 issued by
      the Company ("Circular") and containing a notice convening a general meeting of Shareholders ("Notice
      of General Meeting") wherein Shareholders were advised that the Company had entered into a share
      subscription facility agreement with unrelated third parties, GEM Global Yield LLC SCS ("the Investor")
      and GEM Yield Bahamas Limited ("GYBL") in terms of which, inter alia, the Investor will make available
      to Copper 360 a share subscription facility of up to a maximum of R650 million ("Facility") pursuant to
      which the Company will be entitled to draw down from the Facility against the issuance of ordinary
      shares in Copper 360 ("Ordinary Shares") to the Investor ("Consideration Shares") and will issue
      warrants to the Investor to subscribe for up to 55 million Ordinary Shares at R5.50 per share ("Warrant
      Shares") ("the Transaction").


       Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear
      the same meanings ascribed thereto in the Circular.

2.    Results of the General Meeting


2.1   Shareholders are advised that at the General Meeting held today, Tuesday, 23 April 2024, the
      resolutions set out in the Notice of General Meeting and required to be approved by Shareholders to
      authorise and implement the Transaction were passed by the requisite majority of votes of Shareholders
      present in person or represented by proxy at the General Meeting (which was held entirely by electronic
      communication).


2.2   The total number of voteable shares in issue at the date of the General Meeting was 644 879 876. The
      total number of shares present/represented, including proxies, entitled to vote at the General Meeting
      was 427 202 243 ordinary shares or 61.17% of Copper 360 issued ordinary share capital as of Friday,
      12 April 2024, being the record date to be eligible to vote at the General Meeting.


2.3   The voting results of the resolutions proposed at the General Meeting, namely votes in favour (as a
      percentage of shares voted), votes against (as a percentage of shares voted), votes abstained (as a
     percentage of total issued share capital of the Company), and shares voted (as a percentage of the
     total issued share capital of the Company) are as follows:


Ordinary resolution number 1 – Specific Issue of Consideration Shares

 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


 99.997%                 0.003%                   0.000%                  61.17%


Ordinary resolution number 2 – Specific Issue of Warrants


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


 99.997%                 0.003%                   0.000%                  61.17%


Ordinary resolution number 3 – Authority granted to Directors


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


 100%                    0%                       0%                      61.17%


Special resolution number 1 – Approval to issue the Consideration Shares in terms of Section 41(1) of
the Companies Act

 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


 99.997%                 0.003%                   0.000%                  61.17%




Special resolution number 2 – Approval of the Specific Issue of Shares and Warrants in terms of Section
41(3) of the Companies Act
 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


 99.997%                 0.003%                   0.000%                  61.17%
3.    Share Provider Applications
      Shareholders who wish to become Share Providers must submit a completed application to the
      Company at info@copper360.co.za in accordance with the instructions contained in this Form so as to
      be received by the Company by no later than 17:00 South African Standard Time on Thursday, 25 April
      2024. The application form is included in the Circular.


Stellenbosch
23 April 2024
Designated Advisor: Bridge Capital Advisors Proprietary Limited

Date: 23-04-2024 12:45:00
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