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Notification in terms of Section 45(5)(a) of the Companies Act 71 of 2008
NEWPARK REIT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2015/436550/06)
JSE share code: NRL ISIN: ZAE000212783
(Approved as a REIT by the JSE)
("Newpark" or "the Company")
NOTIFICATION IN TERMS OF SECTION 45(5)(a) OF THE COMPANIES ACT 71 OF 2008
Shareholders are advised that Newpark has concluded various agreements with FirstRand Bank Limited
(acting through its Rand Merchant Bank division) in order to refinance existing facilities, in terms of the
common terms agreement entered into on 28 February 2020, which were due to mature in May 2023 (the
"Refinancing").
The agreements include: an additional facility agreement in a principal amount of ZAR150,000,000 (the
Facility D Agreement); an additional facility agreement in a principal amount of ZAR150,000,000 (the
Facility E Agreement); and an addendum to the existing Facility C Agreement, collectively the "Relevant
Agreements".
Shareholders are further advised that in terms of the provisions of section 45(5)(a) of the Companies Act 71
of 2008 (the "Act") and pursuant to the special resolution passed at the annual general meeting of the
Company held on 12 July 2022 authorising the board of directors (the "Board") to provide direct or indirect
financial assistance to related and inter-related parties, notification is hereby given that the Board has
adopted a resolution in terms of section 45(3)(b) of the Act authorizing the Company to conclude the
Refinancing pursuant to the Relevant Agreements, which constitutes financial assistance in terms of section
45 of the Act and which financial assistance exceeds one tenth of one percent of the Company's net worth.
In accordance with section 45 of the Act, the Board is satisfied and acknowledges that:
(i) immediately after providing such financial assistance, Newpark would have satisfied the solvency and
liquidity test as provided for in section 4 of the Act, and
(ii) the terms under which such financial assistance has been given are fair and reasonable to Newpark.
7 December 2022
Designated advisor
Java Capital
Date: 07-12-2022 08:30:00
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