| Unless otherwise defined herein, capitalised terms shall have the same meaning as outlined in the Consent Notice (as defined below). |
| Noteholders are referred to the notice of request for written consent released by AECI on SENS on 4 November 2024 (the “Consent Notice”), in which the Extraordinary Resolutions set out below were proposed: |
| 1. Extraordinary Resolution No. 1: |
| “That the Noteholders of all Notes Outstanding consent to unconditional release and discharge of Much Asphalt, as Original Guarantor, from its obligations under the Terms and Conditions and the Noteholders Guarantee.” |
| 2. Extraordinary Resolution No. 2: |
| “That, subject to the passing of Extraordinary Resolution No. 1 above, the Noteholders of all Notes Outstanding consent to: |
| 2.1.1. the Issuer amending and restating the Terms and Conditions, as contained in the Programme Memorandum and the Noteholders Guarantee to give effect to the unconditional release and discharge of Much Asphalt, as an Original Guarantor; |
| 2.1.2. subject to the passing of Extraordinary Resolution No. 2 above, any consequential changes to the Applicable Pricing Supplements of all Notes Outstanding, to give effect to the release and discharge of Much Asphalt as Original Guarantor.” |
| In this regard, AECI confirms the voting results from the Consent Notice about the total nominal amount of those classes of debt securities that were affected by the amendments are as follows: |
| AECI05 |
| Extraordinary Resolution |
The total value of Notes outstanding
(R) |
Debt securities voted as a Rand value
(R) |
Debt securities voted (%) |
Votes for the resolution*
(%) |
Votes against the resolution
(%) |
Votes abstained
(%) |
| No. 1 |
535 000 000 |
495 500 000 |
92.62 |
92.62 |
0.00 |
0.00 |
| No. 2 |
535 000 000 |
495 500 000 |
92.62 |
92.62 |
0.00 |
0.00 |
|
| AECI06 |
| Extraordinary Resolution |
The total value of Notes outstanding
(R) |
Debt securities voted as a Rand value
(R) |
Debt securities voted (%) |
Votes for the resolution*
(%) |
Votes against the resolution
(%) |
Votes abstained
(%) |
| No. 1 |
465 000 000 |
414 630 000 |
89.17 |
89.17 |
0.00 |
0.00 |
| No. 2 |
465 000 000 |
414 630 000 |
89.17 |
89.17 |
0.00 |
0.00 |
|
| * About the total number of debt securities voted in terms of the Consent Notice.] |
| Following the above voting results, the requisite majorities were obtained and both resolutions were passed. |
| For the full document click the link below: |
| AECI Limited |
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