SUR 201908270021A
Notice of posting of circular and general meeting
SPUR CORPORATION LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/000828/06)
Share code: SUR
ISIN: ZAE 000022653
("Spur" or "the company")
NOTICE OF POSTING OF CIRCULAR AND GENERAL MEETING
1. INTRODUCTION
Shareholders are referred to the announcement published on SENS on 27 June 2019 wherein they were advised that: -
1.1 Spur had entered into an agreement for the specific repurchase of 10 848 093 ordinary shares in the share capital of the company ("Spur
Shares"), constituting 10% of the total issued share capital of Spur, from GPI Investments 1 (RF) (Proprietary) Limited, a wholly owned
subsidiary of Grand Parade Investments Limited ("GPI"), a related party, at a price of 2 400 cents per share ("GPI Repurchase");
1.2 Spur is separately seeking approval to repurchase 6 635 901 Spur Shares, constituting 6.12% of the total issued share capital of Spur, held
in treasury by Share Buy-back Proprietary Limited, a wholly owned subsidiary of Spur, at a price of 2191 cents per share, being the market
value at 25 June 2019 ("Treasury Repurchase"); and
1.3 Spur will apply for the delisting and cancellation of such repurchased Spur Shares.
The GPI Repurchase and Treasury Repurchase separately constitute specific repurchases of shares in terms of the JSE Listings Requirements
and require the approval by way of special resolutions by Spur shareholders in general meeting. The GPI Repurchase and Treasury Repurchase
also each result in the company acquiring in excess of 5% of the entire issued share capital of the company, and therefore require the preparation
of a report by an independent expert in terms of the Companies Act, Act 71 of 2008.
A circular incorporating a notice convening a general meeting ("Notice") and setting out information regarding the GPI Repurchase and Treasury
Repurchase and containing the report by the independent expert ("Circular") has been posted to Spur shareholders today, 27 August 2019, and
is available on the company's website at https://www.spurcorporation.com/circulars//
2. General Meeting
Notice is hereby given that a general meeting of Spur shareholders will be held at 14 Edison Way, Century Gate Business Park, Century City,
Cape Town at 10:00 on Wednesday, 25 September 2019, for the purpose of considering and, if deemed fit, passing, with or without modification,
the special and ordinary resolutions pertaining to the GPI Repurchase and Treasury Repurchase, set out in the Notice which was posted to Spur
shareholders today.
3. Record dates
The Circular and Notice were posted to Spur shareholders who were recorded as such in the company's securities register on Friday, 16 August
2019 and the record date for purposes of determining which Spur shareholders are entitled to participate in, and vote at, the general meeting is
Friday, 13 September 2019. Accordingly, only Spur shareholders who are registered in the register of members of the company on Friday, 13
September 2019, will be entitled to participate in the general meeting. The last day to trade in order to be entitled to vote at the general meeting
is Tuesday, 10 September 2019. Proxy forms, if lodged with the transfer secretary of the company, must be lodged by no later than 10:00 on
Monday, 23 September 2019.
Cape Town
27 August 2019
Sponsor
Sasfin Capital, a member of the Sasfin Group
Legal Advisor
Bernadt Vukic Potash & Getz
Date: 27/08/2019 09:00:00
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