EVRAZ HIGHVELD STEEL & VANADIUM LTD - Second report in terms of Section 132(3)(a) of The Companies Act 71 of 2008

Second report in terms of Section 132(3)(a) of The Companies Act 71 of 2008

EVRAZ Highveld Steel and Vanadium Limited
(Incorporated in the Republic of South Africa)
(Registration No: 1960/001900/06)
Share code: EHS ISIN: ZAE000146171
(“Highveld” or “the Company”)


Second report in terms of Section 132(3)(a) of The Companies Act 71 of
2008


Shareholders are advised that despite efforts to complete the Business
Rescue Proceedings of the Company within three months of the date of
commencement thereof, the proceedings have not been concluded and
therefore, as required, the Business Rescue Practitioners have prepared
a second report in terms of Section 132 (3) (a) of the Companies Act 71
of 2008 (“Act”)(“the Report”) for submission.


The Report was prepared by Piers Marsden and Daniel Terblanche, the
Joint Business Rescue Practitioners (“joint BRPs”) and should be read
in conjunction with the previous report, for actions taken during
August 2015, as well as the recently published Business Rescue Plan,
which are all available on the Company’s website:


http://www.evrazhighveld.co.za/businessrescue.asp


The Report
The content of this Report is as follows:
Report to the Companies and Intellectual Property Commission and to all
Affected Persons in terms of Section 132 (3) (a) of the Companies Act
71 of 2008.


1.     Introduction
       1.1. The Business Rescue Proceedings of the Company have not been
           concluded   within   three   months   of   the   date   of   commencement
           thereof, and therefore as required, this report, being the
           second update report, is being tabled in terms of Section 132
           (3) (a) of the Companies Act 71 of 2008 (“Act”).
       1.2. It is also important that this report be read in conjunction
           with the previous report, as only actions taken during August.




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2.   Business Rescue Process
     2.1. The joint BRPs obtained the requisite majority consent for the
          extension     of    the    publication      of   the   Business   Rescue   Plan
          (“Plan”).
     2.2. The key timelines of the business rescue process are detailed
          below:
         EVENT                                   DATE
     1   Evaluation of Binding Offers            28        August       –    3
         Received                                September 2015
     2   Announcement        of     Successful   4 September 2015
         Bidder
     3   Proposed Publication of Plan            15 September 2015
     4   Meeting to Consider the Plan            28 September 2015


3.   Sales Process
     3.1. The joint BRPs have evaluated the offers received and the
          successful bidder was notified on Friday, 4 September 2015.
     3.2. Preparation of the transaction documents has commenced.


4.   Proof of Claims
     4.1. Total claims received to date amount to approximately R1.2
          billion.      All claims are currently being reviewed by the joint
          BRPs and compared to the Company’s ledger.
     4.2. A mechanism for the resolution of disputed claims will be
          included in the Plan.


5.   Liquidation vs. Business Rescue
     5.1. KPMG, as independent experts, have finalised their liquidation
          dividend calculation.
     5.2. In terms of Section 150 of the Act, the liquidation dividend
          calculation will be included in the business rescue plan where
          readers will be able to compare this to the proposed business
          rescue dividend.


6.   Suggested Way Forward
     6.1. Continue with the Sales Process.
     6.2. Publish the Plan.




                                                                                        2
7.   Conclusion
     7.1. The joint BRPs remain of the view that there is a reasonable
         prospect   of   the   Company   being   rescued   as   contemplated   in
         Section 128 of the Act.


eMalahleni
17 September 2015


J.P. Morgan Equities South Africa (Pty) Ltd.




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