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Notification of Results of Written Consents in Respect of Extraordinary Resolutions
Imperial Group Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1983/009088/06)
Company code: IMG
(“Imperial” or “the Issuer”)
NOTIFICATION OF RESULTS OF WRITTEN CONSENTS IN RESPECT OF EXTRAORDINARY RESOLUTIONS
Noteholders are hereby referred to the notice entitled “Notice of Request for Written Consent of Noteholders” dated 25 June 2018 (the “Consent Notice”) given to each
holder of Notes (the “Noteholders”) issued under the Imperial Group Limited ZAR10,000,000,000 Domestic Medium Term Note Programme (the “Programme”), for
purposes of obtaining the Noteholders’ written consent to bring forward the Maturity Date for each of the Outstanding Notes under the Programme, with stock codes
IPL8, IPL9, IPL10 and IPL11, respectively, to 6 August 2018 (the “Amended Maturity Date”), and to deregister and delist the Programme from the Interest Rate Market of
the JSE Limited after the Amended Maturity Date and the SENS announcement dated 13 July 2018, in terms of which the Issuer confirms that it will redeem all
Outstanding Notes under the Programme on the Amended Maturity Date at the clean price mark-to-market rate published by the JSE Limited applicable to each of the
Outstanding Notes as at 25 June 2018 (the “Written Consents”).
Noteholders are hereby further referred to the Written Consents in terms of which Noteholders of each the Outstanding Notes provided their respective consents to the
Extraordinary Resolutions and the results from the Written Consents received from the Noteholders in respect of the Extraordinary Resolutions as set out below:
Bond code: IPL8
ISIN: ZAG000109828
ZAR1,500,000,000.00
Extraordinary Resolution Total nominal Total nominal amount Votes abstained as a Votes carried for Votes against
amount of debt of debt securities percentage in resolution as a resolution as a
securities written written consent has relation to the total percentage of the percentage of
consent has been been obtained on nominal of the IPL8 nominal amount of the nominal
obtained on disclosed as a note debt securities amount of
disclosed as a percentage in relation written consent debt securities
number in relation to the total nominal has been obtained written
to the total nominal of the IPL8 note on consent has
of the IPL8 note been obtained
on
1. To bring forward the Maturity Date of each of the ZAR 97.88% 0% 99.903% 0.097%
Outstanding Notes as reflected in the Applicable 1,468,200,000.00
Pricing Supplement for Notes issued under stock
code IPL8 to the Amended Maturity Date.
2. Subject to obtaining consent in respect of ZAR 97.88% 0% 99.903% 0.097%
Extraordinary Resolution 1 above, to 1,468,200,000.00
consequently amend and restate the Applicable
Pricing Supplement relating to the IPL8 Notes
currently Outstanding pursuant to the
Programme.
3. To deregister and delist the Programme after the ZAR 97.88% 0% 99.903% 0.097%
Amended Maturity Date. 1,468,200,000.00
Bond code: IPL9
ISIN: ZAG000115817
ZAR 750,000,000.00
Extraordinary Resolution Total nominal Total nominal amount Votes abstained as a Votes carried for Votes against
amount of debt of debt securities percentage in resolution as a resolution as a
securities written written consent has relation to the total percentage of the percentage of
consent has been been obtained on nominal of the IPL9 nominal amount of the nominal
obtained on disclosed as a note debt securities amount of
disclosed as a percentage in relation written consent debt securities
number in relation to the total nominal has been obtained written
to the total nominal of the IPL9 note on consent has
of the IPL9 note been obtained
on
1. To bring forward the Maturity Date of each of the ZAR 695,000,000.00 92.667% 0% 100% 0%
Outstanding Notes as reflected in the Applicable
Pricing Supplement for Notes issued under stock
code IPL9 to the Amended Maturity Date.
2. Subject to obtaining consent in respect of ZAR 695,000,000.00 92.667% 0% 100% 0%
Extraordinary Resolution 1 above, to
consequently amend and restate the Applicable
Pricing Supplement relating to the IPL9 Notes
currently Outstanding pursuant to the
Programme.
3. To deregister and delist the Programme after the ZAR 695,000,000.00 92.667% 0% 100% 0%
Amended Maturity Date.
Bond code: IPL10
ISIN: ZAG000115825
ZAR 750,000,000.00
Extraordinary Resolution Total nominal Total nominal amount Votes abstained as a Votes carried for Votes against
amount of debt of debt securities percentage in resolution as a resolution as a
securities written written consent has relation to the total percentage of the percentage of
consent has been been obtained on nominal of the IPL10 nominal amount of the nominal
obtained on disclosed as a note debt securities amount of
disclosed as a percentage in relation written consent debt securities
number in relation to the total nominal has been obtained written
to the total nominal of the IPL10 note on consent has
of the IPL10 note been obtained
on
1. To bring forward the Maturity Date of each of the ZAR 722,639,727.00 96.35% 0% 97.205% 2.795%
Outstanding Notes as reflected in the Applicable
Pricing Supplement for Notes issued under stock
code IPL10 to the Amended Maturity Date.
2. Subject to obtaining consent in respect of ZAR 722,639,727.00 96.35% 0% 97.205% 2.795%
Extraordinary Resolution 1 above, to
consequently amend and restate the Applicable
Pricing Supplement relating to the IPL10 Notes
currently Outstanding pursuant to the
Programme.
3. To deregister and delist the Programme after the ZAR 722,639,727.00 96.35% 0% 99.91% 0.08%
Amended Maturity Date.
Bond code: IPL11
ISIN: ZAG000140898
ZAR 500,000,000.00
Extraordinary Resolution Total nominal Total nominal amount Votes abstained as a Votes carried for Votes against
amount of debt of debt securities percentage in resolution as a resolution as a
securities written written consent has relation to the total percentage of the percentage of
consent has been been obtained on nominal of the IPL10 nominal amount of the nominal
obtained on disclosed as a note debt securities amount of
disclosed as a percentage in relation written consent debt securities
number in relation to the total nominal has been obtained written
to the total nominal of the IPL11 note on consent has
of the IPL11 note been obtained
on
1. To bring forward the Maturity Date of each of the ZAR 500,000,000.00 100% 0% 100% 0%
Outstanding Notes as reflected in the Applicable
Pricing Supplement for Notes issued under stock
code IPL11 to the Amended Maturity Date.
2. Subject to obtaining consent in respect of ZAR 500,000,000.00 100% 0% 100% 0%
Extraordinary Resolution 1 above, to
consequently amend and restate the Applicable
Pricing Supplement relating to the IPL11 Notes
currently Outstanding pursuant to the
Programme.
3. To deregister and delist the Programme after the ZAR 500,000,000.00 100% 0% 100% 0%
Amended Maturity Date.
25 July 2018
Debt Sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Date: 25/07/2018 10:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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