ADAPT IT HOLDINGS LIMITED - Volaris Offer: Confirm31 Dec 2021
Volaris Offer: Confirmation of Delisting

ADAPT IT HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/017276/06)
Share code: ADI
ISIN: ZAE000113163
(“Adapt IT”)

VOLARIS GROUP INC
(Incorporated in Canada)
(Corporation number: 002277095)
(“Volaris”)


VOLARIS OFFER: CONFIRMATION OF DELISTING


1. Introduction

   1.1. Shareholders of Adapt IT ("Adapt IT Shareholders") are referred to the various announcements
        released on SENS relating to the offer by Volaris to acquire control of Adapt IT through the
        acquisition of up to 100% of the issued ordinary shares (excluding treasury shares) of Adapt IT
        from the Adapt IT Shareholders for a cash consideration of R7.00 per Adapt IT share ("Volaris
        Offer"), the last of which was released on SENS on Thursday, 30 December 2021 (“Finalisation
        Announcement”).

   1.2. Capitalised terms used herein that are not otherwise defined, bear the meanings ascribed to them
        in the joint circular distributed to Adapt IT Shareholders relating to the Volaris Offer dated
        1 June 2021.

2. Confirmation of Delisting

   2.1. With reference to the Finalisation Announcement, Adapt IT Shareholders are advised that,
        following the receipt of a compliance certificate from the Takeover Panel in relation to the Scheme,
        the Transaction is now unconditional and Shares in Adapt IT will be delisted from the Main Board
        of the securities exchange operated by the JSE with effect from the commencement of trade on
        Tuesday, 4 January 2022.

3. Independent Board Responsibility Statement

   The Independent Board of Adapt IT accepts responsibility for the information contained in this
   announcement which relates to Adapt IT and confirms that, to the best of its knowledge and belief, the
   information contained in this announcement is true and nothing has been omitted which is likely to
   affect the importance of the information.

4. Volaris Board Responsibility Statement

   The board of directors of Volaris accepts responsibility for the information contained in this
   announcement which relates to Volaris and confirms that, to the best of its knowledge and belief, the
   information contained in this announcement is true and nothing has been omitted which is likely to
   affect the importance of the information.


Johannesburg
31 December 2021

Sponsor
Merchantec Capital

Financial Advisor
The Standard Bank of South Africa Limited

Legal Advisor
Webber Wentzel

Transaction Advisor to Volaris
PSG Capital

Legal Advisor to Volaris
Cliffe Dekker Hofmeyr

Date: 31-12-2021 08:00:00
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