Announcement regarding AttBid's further acquisitions of RMH shares and the results of the Mandatory Offer
RMB Holdings Limited AttBid Proprietary Limited
Incorporated in the Republic of South Africa Incorporated in the Republic of South Africa
Registration number 1987/005115/06 Registration number 2025/889173/07
ISIN: ZAE000024501 ("AttBid")
JSE ordinary share code: RMH
("RMH" or "the Company")
ANNOUNCEMENT BY ATTBID ON FURTHER ACQUISITIONS OF SHARES IN RMH AND RESULTS ANNOUNCEMENT IN RESPECT OF
ATTBID'S MANDATORY OFFER
Unless otherwise defined in this announcement, capitalised words and expressions have the same
meanings given to them in the combined circular distributed to RMH Shareholders on 8 April 2026
("Circular") and available on RMH's website (https://rmh.co.za/investor-relation).
1. INTRODUCTION
1.1. AttBid refers to the:
1.1.1. joint firm intention announcement of AttBid and RMH dated 9 February 2026 ("Joint
Announcement"), in terms of which AttBid has agreed to make an offer (the "Offer") to the
shareholders of RMH ("RMH Shareholders") to acquire all of the issued ordinary shares in the
share capital of RMH ("RMH Shares"), other than the RMH Shares currently held by Atterbury
Property Fund Proprietary Limited ("APF") and the treasury shares held by any subsidiary and/or
trust controlled by RMH (such RMH Shares in respect of which the Offer is made being the Offer
Shares);
1.1.2. joint dealings announcement on 24 February 2026 announcing that the Offer will become a
mandatory offer as a result of the acquisition of shares in RMH and its concert parties;
1.1.3. Circular containing full details of the Offer which was distributed to RMH Shareholders on 8 April
2026;
1.1.4. joint announcement on 18 May 2026 announcing inter alia certain updates to the important dates
and times outlined in the Circular (the "Timetable Updates Announcement"); and
1.1.5. joint announcement on 25 May 2026 announcing inter alia that following the first payment date of
22 May 2026, and settlement of the acceptances received from Offer Participants who had accepted
the Offer by Friday, 15 May 2026, a total of 55 865 828 RMH Shares were successfully transferred
to AttBid.
1.2. The purpose of this announcement is to advise RMH Shareholders of further acquisitions of RMH
Shares by AttBid or any of its concert parties and to announce the final results relating to the
acceptances of the Offer.
2. ACQUISITION OF FURTHER SHARES
2.1. On Friday, 29 May 2026, AttBid acquired 3 950 857 RMH Shares in on-market transactions at a price
of R0.47 (forty-seven cents) per RMH Share.
2.2. AttBid and APF confirms that the above acquisition has already been disclosed to the Takeover
Regulation Panel as required under the Companies Act No. 71 of 2008 ("Companies Act") and
Chapter 5 of the Companies Regulations, 2011 ("Takeover Regulations").
2.3. Save as may be prohibited under the Companies Act and the Takeover Regulations, AttBid and its
concert parties may acquire further RMH Shares after the date of this announcement and, if required
under the Companies Act or the Takeover Regulations, will make further disclosures and
announcements in that regard.
3. RESULTS OF ATTBID'S OFFER
3.1. The Offer closed at 12:00 on Friday, 29 May 2026 and was successfully accepted by RMH
Shareholders holding an aggregate of 167 815 903 RMH Shares, representing approximately
17.44% of the Offer Shares and 12.29% of the RMH Shares in issue (excluding Treasury Shares),
of which 55 865 828 RMH Shares has already been transferred to AttBid, as contemplated in
paragraph 1.1.5 above.
3.2. Following implementation of the acquisitions referred to in paragraph 2.1 above and the settlement
and transfer of all RMH Shares validly tendered and accepted under the Offer, APF will hold 445
944 751 RMH Shares, representing approximately 32.77% of the RMH Shares in issue (excluding
Treasury Shares), and AttBid will hold 321 040 777 RMH Shares, representing approximately
23.59% of the RMH Shares in issue (excluding Treasury Shares). Accordingly, AttBid and APF will
collectively hold 766 985 528 RMH Shares, representing approximately 56.36% of the RMH Shares
in issue (excluding Treasury Shares).
4. RESPONSIBILITY STATEMENT
4.1. The directors of AttBid accept responsibility for the information contained in this announcement and
confirm that, to the best of their knowledge and belief, the information contained in this
announcement is true and that this announcement does not omit anything which is likely to affect the
importance of the information.
4.2. The RMH independent board accepts responsibility for the information contained in this
announcement relating to RMH and the RMH group. To the best of their knowledge and belief (who
have taken all reasonable care to ensure that such is the case), the information contained in this
announcement is true and where appropriate does not omit anything likely to affect the importance
of the information contained herein.
Johannesburg
1 June 2026
Transaction Adviser to AttBid Legal Adviser to AttBid
Pallidus Group Alchemy Law
Sponsor to RMH Legal Adviser to RMH
BSM Sponsors Webber Wentzel
Date: 01-06-2026 04:55:00
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.