PINNACLE HOLDINGS LTD - Voting outcome by noteholders - PTH01

Voting outcome by noteholders - PTH01

Pinnacle Holdings Limited
(Previously Pinnacle Technology Holdings Limited)
Incorporated in the Republic of South Africa)
Registration No. 1986/000334/06)
Company code: PTH01
ISIN: ZAG000105230
("Pinnacle")

VOTING OUTCOME BY NOTEHOLDERS

Pinnacle had issued a consent request to all of the holders of Tranche 1 of Series 1 of Senior
Secured Notes issued by Pinnacle under its R2,500,000,000 domestic medium term note
programme ("Noteholders") on 9 December 2014 to consider and, if thought fit, to consent
to:

Resolution                               Total CD      Total CD         Number of votes
                                         Holdings      Holdings Voted

                                                                        In Favour Of      Against     Abstain


EXTRAORDINARY RESOLUTION 1               315 000 000   285 800 000      285 800 000       -           -

AMENDMENT TO CONDITION 24.8.1.1 IN                     90.73%           100.00%           0.00%       0.00%
REGARD TO THE COVENANT AMENDMENT


EXTRAORDINARY RESOLUTION 2               315 000 000   285 800 000      285 800 000       -           -

AMENDMENTS TO CONDITION 24.8 IN                        90.73%           100.00%           0.00%       0.00%
REGARD TO THE CENTRAFIN DEBTORS
DISCOUNTING


EXTRAORDINARY RESOLUTION 3               315 000 000   285 800 000      285 800 000       -           -

AMENDMENTS TO THE SECURITY                             90.73%           100.00%           0.00%       0.00%


EXTRAORDINARY RESOLUTION 4               315 000 000   285 800 000      285 800 000       -           -

INSERTION OF ADDITIONAL DEFINITIONS IN                 90.73%           100.00%           0.00%       0.00%
RESPECT OF THE GROUP 1 NOTES


EXTRAORDINARY RESOLUTION 5               315 000 000   285 800 000      285 800 000       -           -

AMENDMENTS TO THE ADDITIONAL                           90.73%           100.00%           0.00%       0.00%
DEFINITIONS IN RESPECT OF THE GROUP 1
NOTES


EXTRAORDINARY RESOLUTION 6               315 000 000   285 800 000      285 800 000       -           -

LIMITATION ON SALE OF PLEDGED SHARES                   90.73%           100.00%           0.00%       0.00%


EXTRAORDINARY RESOLUTION 7               315 000 000   285 800 000      285 800 000       -           -

LIMITATION ON SALE OF SHARES IN DCT                    90.73%           100.00%           0.00%       0.00%
HOLDINGS (PTY) LTD

EXTRAORDINARY RESOLUTION 8               315 000 000   285 800 000      285 800 000       -           -

AMENDMENT TO DISTRIBUTION                              90.73%           100.00%           0.00%       0.00%
CONVENANT


EXTRAORDINARY RESOLUTION 9               315 000 000   285 800 000      171 800 000      114 000 000  -

OPTIONAL REDEMPTION BY THE ISSUER                      90.73%           60.11%           39.89%       0.00%


EXTRAORDINARY RESOLUTION 10              315 000 000   285 800 000      285 800 000      -           -

EFFECTIVE DATE OF THE AMENDMENTS                       90.73%           100.00%          0.00%       0.00%




Pinnacle wishes to advise Noteholders that Resolution No 9 has not been passed by the
requisite majority of votes, whilst the balance of the Resolutions proposed at the meeting
were passed by 100 % of the votes in favour thereof, as per the results set out above.

The Amended and Restated Applicable Pricing Supplement, reflecting the approved
amendments to the Terms and Conditions, will be signed in due course and made available
on Pinnacle's website at http://www.pinnacleholdings.co.za/index.php/investor-
relations/domestic-mt-notes.

12 December 2014

Debt Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

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