| Mon 9 Feb 2026, 16:55 | | UsPlus - Dealings in Securities by Associates of Directors |
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UsPlus - Dealings in Securities by Associates of Directors
Us Plus Limited
(Incorporated with limited liability in South Africa under registration number 2014/048709/06)
Alpha Code: USPI
("UsPlus" or "the Company")
DEALINGS IN SECURITIES BY ASSOCIATES OF DIRECTORS
Further to the announcement released on SENS on 11 November 2025 ("Announcement") wherein it
was stated, inter alia, that on 6 November 2025, the Company concluded a subscription agreement
("Subscription Agreement") with its controlling shareholder, UsPlus Holdings Proprietary Limited
("UsPlus Holdings" or the "Subscriber") in terms of which UsPlus Holdings has agreed to make
available to the Company:
- an aggregate amount of R17.5 million for the subscription of ordinary shares in UsPlus ("Ordinary
shares"), split into two tranches of R7.5 million and R10 million, amounting to such number of
Ordinary shares to be determined in accordance with the formula set out in the Subscription
Agreement; and
- an aggregate amount of R80 million for the subscription of variable rate, cumulative, non-
participating, redeemable preference shares in UsPlus ("Preference shares"), split into two traches
of R40 million each, at an issue price of R200,000.00 per Preference share, amounting to a total of
400 Preference shares.
In compliance with paragraphs 6.46 to 6.56 (both inclusive) of the Debt & Specialist Securities Listings
Requirements ("DSS Requirements") of the JSE Limited, the following is disclosed pursuant to the
subscription of the second tranche of the Ordinary shares and the Preference shares on 5 February
2026:
Name of director: Leon Kirkinis
Company: UsPlus
Name of associate: UsPlus Holdings
Relationship of director to associate: Leon Kirkinis is the controlling shareholder of UsPlus
Holdings
Date of transaction: 5 February 2026
Extent of interest: Indirect beneficial
Clearance to deal: Yes
Class of securities: Ordinary shares
Nature of transaction: Off-market subscription of second tranche of Ordinary
shares
Number of securities: 257
Price per security: R38,910.50584
Total value: R10,000,000.00
Class of securities: Preference shares
Nature of transaction: Off-market subscription of second tranche of Preference
shares
Number of securities: 200
Price per security: R200,000.00
Total value: R40,000,000.00
Pursuant to the provisions of the shareholders agreement of UsPlus shareholders, the subscription of
Ordinary shares by UsPlus Holdings, as a shareholder in the Company, entitles all other UsPlus
shareholders to subscribe for Ordinary shares in the Company. As such the following is disclosed:
Name of director: Gary Sayers
Company: UsPlus
Name of associate: Girder Consulting Proprietary Limited ("Girder Consulting")
Relationship of director to associate: Gary Sayers is the controlling shareholder and a director of
Girder Consulting
Date of transaction: 5 February 2026
Extent of interest: Indirect beneficial
Clearance to deal: Yes
Class of securities: Ordinary shares
Nature of transaction: Off-market subscription of Ordinary shares
Number of securities: 2
Price per security: R38,910.50584
Total value: R77,821.01
As set out in the Announcement (and using the terms defined therein unless otherwise stated), the
subscription of the Ordinary shares and the Preference shares by UsPlus Holdings in the Company was
facilitated following the conclusion of a subscription agreement on 6 November 2025 between UsPlus
Holdings and Zazi Capital. In terms of the Zazi Capital Subscription Agreement, Zazi Capital agreed to
make available to UsPlus Holdings an aggregate amount of R97.5 million for the subscription by Zazi
Capital of ordinary and preference shares in UsPlus Holings, split over two tranches.
Johannesburg
9 February 2026
Debt Sponsor
Merchantec Capital
Date: 09-02-2026 04:55:00
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