VISUAL INTERNATIONAL HOLDINGS LIMITED - Opening of6 Oct 2025
Opening of Accelerated Bookbuild

VISUAL INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/030975/06)
ISIN Code: ZAE000187407 Share code: VIS
("Visual" or "the Company")


OPENING OF ACCELERATED BOOKBUILD


Visual hereby announces the launch of an equity raising ("Equity Raise") up to
R2 million through the issue of new ordinary shares ("Bookbuild Shares"), subject to
pricing acceptable to Visual.

Participation in the Equity Raise will be offered to qualifying investors (as set out in
greater detail in the disclaimers below) and will be implemented through an
accelerated bookbuild process ("Bookbuild") which opens with immediate effect
and may close at any time thereafter.

The Company reserves the right to increase the size of the Bookbuild, subject to
demand and pricing.

Pricing and allocations will be decided at the close of the Bookbuild. The timing of the
closing of the Bookbuild and the price at which the Bookbuild Shares will be placed
("Bookbuild Price") are at the discretion of the Company and AcaciaCap Advisors,
acting as sole bookrunner for the Equity Raise ("Bookrunner"). Pricing and allocations
in terms of the Bookbuild will be announced as soon as practicable following the
closing of the Bookbuild.

The Equity Raise will be offered in terms of Visual's existing general authority to issue
shares for cash ("General Issue for Cash"), granted by shareholders at the annual
general meeting of the Company on 5 September 2025. The 30-day Volume
Weighted Average Price ("VWAP") at the date the Board agreed to proceed with the
bookbuild was 2.18 cents at 30 June 2025, subject to shareholder approval which was
obtained on 5 September 2025, at which stage the VWAP was 2.06 cents. The
commencement of the bookbuild was slightly delayed to allow for the participation
of Directors post the release of the interim results for the six months ended 31 August
2025 on 29 September 2025. The VWAP immediately prior to the publication of the
interim results was 2.85 cents.

In accordance with Visual's General Issue for Cash authority, related parties may
participate in same provided they do so at the price at which the book closes (subject
to their maximum bid price). Visual will allocate shares to participants equitably, and
will consider factors including existing shareholdings in Visual, pricing and sizing of bids,
receipt of early submissions of commitments and due process.

Director/Associate of Director participation
The Company advises that Mr Lesedi Matlholwa, a Director of Visual and therefore a
related party as defined in the JSE Listings Requirements, has indicated his intention to
participate in the Bookbuild through an associate, namely uJobs Proprietary Limited
("the Director").

The Director's participation will be undertaken on the same terms and conditions as
other investors, subject to the maximum bid price detailed below, and will be
implemented in accordance with the Company's general authority to issue shares for
cash, as approved by shareholders at the 5 September 2025 Annual General Meeting.

In terms of paragraph 5.52(f) of the JSE Listings Requirements, the transaction is
classified as a related party participation but, given that it will be conducted on the
same terms as the Bookbuild and does not exceed the applicable thresholds, it is
permitted under the general authority. The Director has indicated a maximum bid
price of 3 (three) cents per share. In the event that the Bookbuild Price exceeds
3 (three) cents per share, then the Director will be "out of the book" as envisaged in
paragraph 5.52(f)(ii) of the JSE Listings Requirements.

In accordance with paragraph 5.52(f)(iii), in the event that the Bookbuild Price is
3 (three) cents or lower, the Director will participate at the Bookbuild Price and equity
securities will be allocated equitably "in the book" through the bookbuild process
allocating a minimum amount to all subscribers to be determined by the Board and
on a pro rata basis for applications above the minimum amount.

Equity Raise Rationale
The rationale for the equity raise additional funds to assist the company with its working
capital requirements whilst its projects come to fruition.

The Company reserves the right to close the Bookbuild at any time.

The Bookbuild Shares, when issued, will be credited as fully paid and will rank pari
passu in all respects with the existing shares of the Company. AcaciaCap Advisors,
the sole bookrunner, can be contacted using the contact details included below.

Email: alex@acaciacap.co.za                           Email: fadhil@acaciacap.co.za
Telephone: +27 (0) 84 504 9468                        Telephone: +27 (0) 71 367 3947

Alexander Krastanov                                   Fadhil Saleh


By Order of the Board
Cape Town
6 October 2025

Directors: CK Robertson; R Kadalie; Dr RR Richards*#; CT Vorster*#; LT Matlholwa*
(* non-executive # independent)
Registered Address: 23 Kleinplaas, Hohenort Street, Stellenberg, 7550 (PO Box 3163,
Tyger Valley, 7536)
Company Secretary: Light Consulting Proprietary Limited
Transfer Secretaries: JSE Investor Services Proprietary Limited at One Exchange
Square, Gwen Lane, Sandown, Sandton, 2196
Designated Advisor: AcaciaCap Advisors Proprietary Limited
Website: www.visualinternational.co.za

Designated Advisor
AcaciaCap Advisors Proprietary Limited

Date: 06-10-2025 03:08:00
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