OLD MUTUAL INSURE LIMITED - Notification of the voting results in respect of the request for written consent of noteholders

Notification of the voting results in respect of the request for written consent of noteholders

Old Mutual Insure Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1970/006619/06)
JSE alpha code: MFEI
(“Old Mutual Insure” or “the Issuer”)

NOTIFICATION OF THE VOTING RESULTS IN RESPECT OF THE REQUEST FOR WRITTEN CONSENT OF
NOTEHOLDERS

Unless otherwise defined herein, capitalised terms shall have the same meaning as set forth in the Consent
Request (as defined below).

Noteholders are referred to the notice of request for written consent released on SENS on 20 January 2020 (the
“Consent Request”), in which the Extraordinary Resolution set out below was proposed:

   -       Extraordinary Resolution No. 1:
           That the Noteholders of all Notes Outstanding be authorised to provide the necessary consent to
           allow:

           1.     the consolidation of the OMLACSA Programme with the Old Mutual Insure Programme, to
                  create the Multi-Issuer Note Programme with a programme size of up to ZAR25,000,000,000
                  pursuant to the Multi-Issuer Programme Memorandum, which will allow the Issuer, Old
                  Mutual Limited and OMLACSA to issue Notes from time to time; and

           2.     subject to the passing of paragraph 1 above, any consequential changes to the Terms and
                  Conditions (if any) and Applicable Pricing Supplement(s) of all Notes Outstanding of the
                  Issuer.

In this regard, the Issuer confirms the voting results from the Consent Request in relation to the total nominal
amount of those classes of debt securities that were affected by the amendments are as follows:

Bond        Extraordinary Debt securities        Debt            Votes            Votes carried     Votes against
Code        Resolution    voted as a Rand        securities      abstained as a   for the           the resolution
                          value                  voted           percentage       resolution as a   as a
                                                 disclosed                        percentage        percentage
                                                 as a
                                                 percentage
OMI01       1             478,800,000            95.76%          4.24%            100.00%           0.00%


21 February 2020

Debt Sponsor
Nedbank CIB, a division of Nedbank Limited

Date: 21-02-2020 03:50:00
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