RECM and Calibre : Audited annual financial results for the year ended 31 March 2022 and availability of annual compliance report – BEE

RECM and Calibre Limited

(Incorporated in the Republic of South Africa) Registration number 2009/012403/06 Preference Share Code: RACP

ISIN: ZAE000145041 ("RAC" or "the Company")

SHORT FORM ANNOUNCEMENT IN RELATION TO THE AUDITED ANNUAL FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH 2022 AND AVAILABILITY OF ANNUAL COMPLIANCE REPORT

• BBBEE

Shareholders are advised that the Company's Integrated Annual Report containing the audited annual financial results for the twelve months ended 31 March 2022 were published on SENS on 23 June 2022 ("Full Announcement").

Financial highlights

The financial results for the year ended 31 March 2022 are set out below, compared to the twelve months ended 31 March 2021 ("the Comparative Period"):

• Net asset value per share (ordinary and preference shares) decreased by 32% to R14.48 from R21.33 for the Comparative Period.
• Headline earnings and basic earnings per share (ordinary and preference shares) decreased to (6) cents from 100 cents for the Comparative Period.
• Income decreased to R1 511 847 from R1 526 347 and net profit before tax decreased to a loss of (R3 039 239) from a profit of R51 409 345 for the Comparative Period.
• No cash dividend has been declared in respect of the current or Comparative Period.

Distribution of Astoria shares

RAC distributed 90.1% of its shareholding in Astoria Investments Limited ("Astoria") to RAC Shareholders, by way of a distribution in specie, on a one-for-one basis in April 2021. RAC retained ownership of 9.9% of Astoria. At the time of the distribution, Astoria's NAV per share was R6.79 and since then has grown by 51% to R10.23 at 31 March 2022.

Despite Astoria's share price having grown by 32% since the distribution, the share is currently more undervalued than at the time of distribution. As an investment company, RAC's aim is to realise the highest per-share value for RAC shareholders. It therefore does not make sense for RAC to sell these shares at the current market price.

RAC will distribute 5 115 000 Astoria shares to its shareholders. A further announcement setting out the full terms of this distribution will be released on SENS separately.

The distribution will allow RAC shareholders to exercise their own discretion on the timing of realising the value of their investment in Astoria, if so desired. The distribution is subject to the usual regulatory approvals, but is expected to be concluded in the next two months.

Key Audit Matters

The independent auditor's report includes a section on key audit matters. The key audit matter raised in the auditor's report relates to the fair value estimation of level 3 financial assets at fair value.

Ernst & Young Inc. has issued an unmodified audit opinion on the audited financial statements for the year ended 31 March 2022.

Annual compliance report - Broad Based Black Economic Empowerment Act 46 of 2013 (the "Act")

In accordance with Appendix 1 to Section 11 of the JSE Listings Requirements, notice is given that the Company's Annual Compliance Report, in terms of section 13G(2) of the Act, is available on the Company's website: http://racltd.co.za/governance/.

Short-form announcement

This short-form announcement is the responsibility of the directors of the Company. This short-form announcement is only a summary of the information contained in the Full Announcement and does not contain full or complete details. Any investment decisions by investors and/or shareholders should be based on consideration of the Full Announcement. The Full Announcement is available on the Company's website http://racltd.co.za/sens/and can be accessed using the following JSE link:

https://senspdf.jse.co.za/documents/2022/jse/issh/rech/2022AFSRC.pdf

A copy of the Full Announcement may be requested from the Company by contacting [e-mail].

Cape Town

23 June 2022

Sponsor

Questco Corporate Advisory (Pty) Ltd