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BIEQS1 - Notice of Request for Written Resolution of the Holders of the Outstanding ENX07 Senior Unsecured Notes
enX Corporation Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1984/007045/06)
Company code: BIEQS1
Bond Code: ENX07
ISIN: ZAG000167883
(“enX” or the “Issuer”)
NOTICE OF REQUEST FOR THE WRITTEN RESOLUTION OF THE HOLDERS OF THE OUTSTANDING SENIOR
UNSECURED NOTES HELD UNDER STOCK CODE ENX07 ISSUED BY ENX CORPORATION LIMITED UNDER ITS
R4,000,000,000 DOMESTIC MEDIUM TERM NOTE PROGRAMME
1. Pursuant to Condition 20 of the Terms and Conditions, the Issuer hereby gives notice of request for the
written resolution of the holders (the “Noteholders”) of the outstanding senior unsecured notes held under
Stock Code ENX07 (the “Notes”), issued by the Issuer under its R4,000,000,000 Domestic Medium Term
Note Programme, to consider and approve the amendments to the terms and conditions of the Notes as
set out in the resolution below (the “Notice”).
2. Unless otherwise defined, words and expressions used in the Notice will bear the same meanings as in the
programme memorandum of the Issuer dated 7 May 2018, as amended or supplemented (the
“Programme Memorandum”), read with the Applicable Pricing Supplement for the Notes.
3. The record date to be recorded in the Register to receive the Notice is the date of publication of the Notice
on the JSE Limited’s stock exchange new service (“SENS”).
WHEREAS
4. In terms of Condition 20.13 of the Terms and Conditions of the Notes, a resolution in writing submitted to
the Noteholders of a Series, entitled to exercise voting rights in relation to the resolution, and signed, in the
case of an Extraordinary Resolution, by Noteholders holding at least 66.67% of the Outstanding Principal
Amount of the Notes of the Series, shall be as valid and effective as if it had been passed at a meeting
duly convened and constituted. That resolution may consist of two or more documents in the same form
each of which is signed by one or more of the Noteholders of the Series.
AND FURTHER WHEREAS
5. The Issuer requests the Noteholders to approve, by Extraordinary Resolution, the resolution set out below,
as a written resolution of the Noteholders of the Notes of the Series.
6. The amendments are required due to Noteholders requesting that the Terms and Conditions of the Notes
be amended by the insertion of the below new condition 61 in the ENX07 Applicable Pricing Supplement,
to allow Noteholders to early redeem their bonds in the event of the Issuer concluding a disposal of the
enX fleet management and logistics division and the Issuer failing to deliver a notice to the Noteholders of
the exercise by the Issuer of its right to redeem the Notes in full.
7. The effective date of the resolution shall be the last day on which the resolution, attached to the notice
released by Strate as Annexure A, is signed by any one or more Noteholders sufficient to pass the
resolution (the “Effective Date”).
8. The Issuer shall notify Noteholders of the outcome of the resolution, through SENS, within 48 hours of the
Effective Date.
IT IS RESOLVED THAT:
1. EXTRAORDINARY RESOLUTION NUMBER 1 OF THE NOTEHOLDERS OF THE OUTSTANDING
NOTES HELD UNDER STOCK CODE ENX07
With effect from the Effective Date, and notwithstanding any terms of the Notes to the contrary, the
Noteholders approve that the Terms and Conditions of the Notes be amended by the insertion of the
following additional condition under new line 61 of the Applicable Pricing Supplement (Other Terms and
Conditions: Noteholder Right of Optional Redemption - Disposal Event):
61 Other Terms and Conditions: Noteholder Right of Optional Redemption - Disposal Event
61.1 If a Disposal Event occurs, and within 3 Business Days thereof, the Issuer fails to deliver a
notice to the Noteholders of the exercise by the Issuer of its right to redeem the Notes in full,
each Noteholder may, by notice to the Issuer delivered by that Noteholder to the Issuer within
the Election Period, declare all or any part of the Notes in respect of that Noteholder, to be due
and payable within 10 calendar days after the expiry of the Election Period.
61.2 Notes redeemed pursuant to this Condition 61 will be redeemed at their Outstanding Principal
Amount, together with accrued unpaid interest (if any) from (and including) the immediately
preceding Interest Payment Date to (but excluding) the date of redemption.
61.3 For the purposes of this Condition 61:
(a) Election Period means, in relation to a Disposal Event, the period ending 5 Business
Days after the date on which that Disposal Event is notified by the Issuer to the
Noteholders or, failing such notice, the period ending 5 Business Days after the
Noteholders otherwise become aware of the Disposal Event; and
(b) Disposal Event means the date on which any agreement for the sale by enX and its
subsidiaries of their interest in the enX fleet management and logistics division becomes
unconditional in accordance with its terms.
61.4 The Issuer must promptly notify the Noteholders (in the manner set out in Condition 16 of the
Programme Memorandum), the Central Securities Depository and the JSE, of the occurrence of
a Disposal Event.
Noteholders are requested to provide their votes in relation to the Extraordinary Resolution by submitting
Annexure A (included in the Notice released by Strate) to their relevant Central Securities Depositary Participant
and to the Issuer (directed to Paul Mansour) at paul.mansour@enxgroup.co.za, by no later than 17h00 on
Tuesday, 30 June 2020.
BY ORDER OF THE BOARD OF THE ISSUER
ENX CORPORATION LIMITED
1 June 2020
Debt Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 01-06-2020 02:28:00
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