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Results of the general meeting relating to the equity subscription in terms of the adopted business rescue plan
TONGAAT HULETT LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1892/000610/06
Share code: TON
ISIN: ZAE000096541
("THL" or "Company")
RESULTS OF THE GENERAL MEETING RELATING TO THE EQUITY SUBSCRIPTION IN TERMS OF THE
ADOPTED BUSINESS RESCUE PLAN THROUGH A SPECIFIC ISSUE OF SHARES
INTRODUCTION
Shareholders are referred to the announcement released on the Stock Exchange News Service on Wednesday,
10 July 2024 ("Announcement") relating to the equity subscription in terms of the business rescue plan that was
formally approved and adopted on 11 January 2024 ("Adopted Plan") through a specific issue of shares ("Equity
Subscription") and the posting of a circular, including a notice of general meeting, to shareholders regarding the
Equity Subscription ("Circular"). Defined terms from the Announcement and the Circular refer, unless otherwise
defined below.
The Circular outlines the key features of the Adopted Plan and the Equity Subscription, which involves the
acquisition of the Lender Group Claims and the utilisation of a portion of such Lender Group Claims by Vision
Investments to subscribe for the Shares in THL by way of a debt-to-equity exchange. The approval and thereafter
the implementation of the Equity Subscription would result in Vision Investments owning 97.3% of the total issued
share capital of the Company.
RESULTS OF THE GENERAL MEETING
Shareholders are advised that at the General Meeting held today, 8 August 2024, all resolutions tabled were not
passed by the requisite majority of votes exercised by Shareholders.
Details of the results of voting at the General Meeting are as follows:
• The total number of THL ordinary shares in issue on the date of the General Meeting was 135,112,506 (of
which 219,168 were treasury shares).
RESOLUTIONS Voted for Voted Abstentions Number of Number of
(as a % of against (as a % of shares voted shares voted
total shares (as a % of total shares (as a % of
voted) total shares in issue) total shares
voted) in issue)
Special Resolution 48.00% 52.00% 2.40% 85 869 896 63.55%
Number 1:
Authorisation to issue
additional shares
under section 41 of the
Companies Act
Ordinary Resolution 48.01% 51.99% 2.41% 85 829 875 63.52%
Number 1:
Specific Authority to
Issue Shares in terms
of paragraph 5.51(g) of
the Requirements
SUSPENSIVE CONDITIONS AND SUBSEQUENT ACTIONS
Considering Shareholder approval has not been obtained for the Equity Subscription, this Suspensive Condition
is unfulfilled. Considering the Vision Transactions as contemplated in the Adopted Plan, the Business Rescue
Practitioners will continue to implement the Adopted Plan to implement the sale of the Company's assets as a
going concern, as a group, to the Vision Parties.
Shareholders will be kept informed as to the subsequent actions to be taken as a result of this outcome.
8 August 2024
Sponsor
PSG Capital
Date: 08-08-2024 02:00:00
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