The board of PSG Group Ltd (JSE : PSG) intend to spin-off 63.6% stake in Curro Holdings Limited (JSE : COH) for ZAR 5.1 billion on March 1, 2022. Under the terms of transaction, 380.2 million Curro Shares, comprising approximately 63.6 percent of the total issued share capital of Curro, would be distributed to PSG Group Shareholders by way of a pro rata distribution in specie, in the ratio of 1.81597 Curro Shares for every PSG Group Share held on the PSG Group Unbundling Record Date. PSG Group Unbundling Record Date is anticipated as September 9, 2022.

Following the PSG Group Unbundling, PSG Group will not retain any stake in shareholding in the Curro holding. In Related transactions, PSG group intend to spin off PSG Konsult, Kaap Agri Limited, CA Sales Holdings Limited & Stadio Holdings Limited on March 1, 2022. Spin-off remains subject to conditions precedent customary for transactions of this nature, including PSG Group obtaining the necessary regulatory and shareholder approvals.

The transaction was approved by PSG board and antitrust approval was obtained. Competition Authorities approved the PSG Group Restructuring on August 2, 2022. On August 10, 2022, the shareholders of distributing company also approved the transaction.

PSG Group Unbundling Completion Date is anticipated September 12, 2022. PSG Capital (Pty) Limited acted as financial advisor for a fee of ZAR 15 million, Goodwin Procter LLP and Cliffe Dekker Hofmeyr acted as legal advisor for a fee of ZAR 0.4 million and ZAR 2.9 million respectively, BDO Corporate Finance Proprietary Limited acted as independent expert for a fee of ZAR 0.8 million and Computershare Investor Services (Proprietary) Limited acted as transfer agent for a fee of ZAR 0.1 million to PSG Group.