TUHF URBAN FINANCE (RF) LIMITED - TUHF Urban Finance: Notice of Request for Written Consent from Noteholders

TUHF Urban Finance: Notice of Request for Written Consent from Noteholders

TUHF Urban Finance (RF) Limited
Incorporated in the Republic of South Africa
(Registration number 2018/563485/06)
(“TUHF Urban Finance” or “the Issuer”)

Instrument Code: TU1A11              ISIN Code: ZAG000156167
Instrument Code: TU1B11              ISIN Code: ZAG000156175
Instrument Code: TU1D11              ISIN Code: ZAG000156183


NOTICE OF REQUEST FOR WRITTEN CONSENT FROM THE HOLDERS OF THE SECURED
NOTES ISSUED UNDER THE ZAR 2,000,000,000 MORTGAGE LOAN BACKED SECURITISATION
PROGRAMME DATED 11 DECEMBER 2018


This notice of request for written consent (the “Consent Request”) is delivered by TUHF Urban Finance
(the “Issuer”) to each holder of Notes (the “Noteholder”) issued under the ZAR 2,000,000,000 Mortgage
Loan Backed Securitisation Programme established under the programme memorandum dated
11 December 2018 ("Programme Memorandum") in accordance with Condition 16 (Notices) of the
section headed “Terms and Conditions of the Notes” in the Programme Memorandum (the “Conditions”)
for purposes of obtaining Noteholders’ written consent in terms of Condition 17 (Amendment of the
Transaction Documents) to waive compliance with Condition 6.2.2 of the Programme Memorandum.

Capitalised terms and expressions used herein which are not otherwise defined shall bear the meanings
assigned to such terms and expressions in the Programme Memorandum.

1     Introduction

1.1        Due to the constraints placed on the Issuer as a consequence of the COVID-19 pandemic and
           resultant nationwide lockdown, the financial reporting and audit processes of the Issuer have
           been impacted.

1.2        Accordingly, the Issuer wishes to extend the due date for the issue of the 2020 audited annual
           financial statements ("2020 AFS") from 31 July 2020 to 30 September 2020 in line with the
           market notice issued by the Financial Services Conduct Authority on 3 April 2020 pertaining to
           the extension of financial reporting periods for Issuers with year-ends of, inter alia, 31 March
           2020 (“Extension Period”)), and to request that the Noteholders waive compliance with the
           time limits for delivery thereof to the Security SPV and the Rating Agency, as prescribed in the
           Programme Memorandum.

2     Consents and Authorisations Required

2.1        As contemplated in paragraph 7.28 of the JSE Debt Listings Requirements, the Issuer has
           selected Friday, 17 July 2020 as the date to determine which holders of Notes recorded in the
           Register will receive the Request for Consent, as set out in the notice disseminated by Strate
           Proprietary Limited (“Strate”) (“Request for Consent”).

2.2        Accordingly, Noteholders are hereby requested to consent to an extension of the due date for
           the issue of the 2020 AFS until 30 September 2020 and, in respect only of the 2020 AFS, to
           waive compliance with Condition 6.2.2 of the Programme Memorandum requiring delivery of
           the annual financial statements to the Security SPV and the Rating Agency within 4 months of
           the financial year end.

2.3        Such consent and waiver is to be provided in the form of the Consent Response Form
           attached to the Request for Consent disseminated by Strate, marked Annexure A. Kindly
           indicate your consent to the extension and waiver by completing the table set out therein,
           signing in the space provided and returning the attached Consent Response Form to the
           registered office of the relevant CSD Participant that provided you with the Request for
           Consent, and providing a copy thereof to Strate at Strate-CDAdmin@strate.co.za and the
           Issuer at wnel@africafrontier.co.za.

2.4        The last date on which a Noteholder may submit its vote, in writing, on the proposed
           resolution shall be Thursday, 20 August 2020.


Johannesburg
22 July 2020

Debt Sponsor
Merchantec Capital


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Date: 22-07-2020 08:30:00
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