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ANNOUNCEMENT ON RESULTS OF THE PROPOSED WRITTEN EXTRAORDINARY RESOLUTIONS
MMF201 | MMF301 | MMF401
MMELA MOBILITY FINANCE (RF) LIMITED
("the Issuer" or "the Company")
(Registration Number: 2015/231615/06)
Stock Code: MMF101, MMF201, MMF 301 and MMF401
Date: 4 June 2019
ANNOUNCEMENT ON RESULTS OF THE PROPOSED WRITTEN EXTRAORDINARY
RESOLUTIONS OF ALL THE NOTEHOLDERS OF THE ISSUER
1. We refer to the notice delivered by the Issuer on 2 May 2019 to each of the holders of
Class A Notes, Class B Notes, Class C Notes and Class D Notes (collectively, the
"Noteholders") issued under the Issuer’s ZAR3,000,000,000 Asset-Backed Note
Programme under the section headed "Terms and Conditions of the Notes" set out in the
programme memorandum dated 28 June 2017 (the "Programme Memorandum"), for
purposes of passing the Extraordinary Resolutions referred to below in terms of Condition
17.3.3 of the Terms and Conditions. The Extraordinary Resolutions of the Noteholders
were sought for purposes of making amendments to the Programme Memorandum
pursuant to a second supplement to the Programme Memorandum ("Second
Supplement'). ?
2. Capitalised terms used herein and not otherwise defined shall bear the meanings ascribed
thereto in the Terms and Conditions set out in the Programme Memorandum. ?
3. EXTRAORDINARY RESOLUTION NO 1
Pursuant to Condition 17.3.3 of the Terms and Conditions of the Notes, the Noteholders
approved to proposed amendment the Programme Memorandum by the deletion of
Condition 11.1.12 as set out in the second supplement to the Programme Memorandum
(the "Second Supplement").
4. In this regard, the Issuer confirms the results of the Extraordinary Resolution No 1 in
relation to the total nominal amount of all the Notes as follows -
Notes voted in Notes voted in Votes Votes carried Votes against
person or by person or by abstained as a for resolution resolution as a
proxy disclosed proxy disclosed percentage as a percentage
as a number as a percentage
percentage
MMF201
31,178,021.00 100% 0,00% 100% 0,00%
MMF301
12,325,526.11 100% 47% 53% 0,00%
MMF401
8,000,000.00 100% 0,00% 100% 0,00%
Extraordinary Resolution No 1 passed by a majority of 89%.
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5. EXTRAORDINARY RESOLUTION NO 2
Pursuant to Condition 17.3.3 of the Terms and Conditions of the Notes, the Noteholders
approved the request to waive the occurrence of an Event of Default should a Default
Trigger Event occur prior to the passing of the Extraordinary Resolution No 1.
6. In this regard, the Issuer confirms the results of the Extraordinary Resolution No 2 in
relation to the total nominal amount of all the Notes as follows -
Notes voted in Notes voted in Votes Votes carried Votes against
person or by person or by abstained as a for resolution resolution as a
proxy disclosed proxy disclosed percentage as a percentage
as a number as a percentage
percentage
MMF201
31,178,021.00 100% 0,00% 100% 0,00%
MMF301
12,325,526.11 100% 47% 53% 0%
MMF401
8,000,000.00 100% 0% 100% 0,00%
Extraordinary Resolution No 2 passed by a majority of 89%.
7. EXTRAORDINARY RESOLUTION NO 3
The Noteholders did not approve the proposed termination of the appointment of Global
Credit Ratings Co Proprietary Limited as the Rating Agency or the removal of the relevant
credit ratings assigned to the Class B Notes and the Class C Notes.
8. In this regard, the Issuer confirms the results of the Extraordinary Resolution No 3 in
relation to the total nominal amount of all the Notes as follows –
Notes voted in Notes voted in Votes Votes carried Votes against
person or by person or by abstained as a for resolution resolution as a
proxy disclosed proxy disclosed percentage as a percentage
as a number as a percentage
percentage
MMF201
31,178,021.00 100% 0,00% 0,00% 100%
MMF301
12,325,526.11 100% 47% 53% 0,00%
MMF401
8,000,000.00 100% 0,00% 100% 0,00%
Extraordinary Resolution No 3 was not passed, with only 28% of votes received in favour.
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Redinkcapital Proprietary Limited
Debt Sponsor
4 June 2019
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