PSG : Further Cautionary Announcement

PSG GROUP LIMITED

(Incorporated in the Republic of South Africa) (Registration number: 1970/008484/06)

JSE share code: PSG

ISIN code: ZAE000013017

LEI code: 378900CD0BEE79F35A34 (the "Company" or "PSG Group")

FURTHER CAUTIONARY ANNOUNCEMENT

PSG Group shareholders ("Shareholders") are referred to PSG Group's detailed cautionary announcement dated 1 March 2022 ("Initial Cautionary Announcement"), advising Shareholders that the board of directors of the Company ("Board") has, in principle, resolved to investigate the possibility of unlocking of value for the benefit of Shareholders, through the PSG Group Restructuring (as defined in the Initial Cautionary Announcement), although the final decision to proceed and the exact manner of doing so will be subject to, inter alia, certain funding and regulatory conditions being met.

The Board is still in the process of investigating such possibility and is seriously considering the PSG Group Restructuring. Accordingly, Shareholders are advised to continue exercising caution when dealing in the Company's securities until a further announcement is made, which is expected to occur on or about 25 April 2022.

RESPONSIBILITY STATEMENT

The Board individually and collectively accepts full responsibility for the accuracy of the information contained in this announcement. In addition, the Board certifies that to the best of its knowledge and belief, the information contained in this announcement is true and, where appropriate, does not omit anything that is likely to affect the importance of the information contained herein, and that all reasonable enquiries to ascertain such information have been made.

Stellenbosch

13 April 2022

Transaction Advisor and Sponsor - PSG Capital

Independent Joint Sponsor - Tamela Holdings Proprietary Limited

Legal Advisor as to South African law - Cliffe Dekker Hofmeyr Incorporated