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CPV POWER PLANT NO.1 BOND SPV (RF) LIMITED - CPV01-Results of the Proposed Written Resolutions

Release Date: 14/06/2019 15:21
Code(s): CPV01     PDF:  
Wrap Text
CPV01-Results of the Proposed Written Resolutions

CPV POWER PLANT NO 1 BOND SPV (RF) LIMITED
("the Issuer" or "the Company")
(Registration Number: 2012 /176922/06)

Instrument Code: CPV01 ISIN: ZAG000104894


ANNOUNCEMENT ON RESULTS OF THE PROPOSED WRITTEN RESOLUTIONS OF ALL THE
BONDHOLDERS OF THE ISSUER

1. We refer to the meetings held on 15 May 2019 and 7 June 2019 and the notice delivered
   by the Issuer on 5 June 2019 to each of the bondholders for purposes of passing the
   Resolutions referred to below.


2. RESOLUTION NO 6/2019
   Bondholders consented to a reorganization of the Issuer’s security resulting from the
   corporate restructuring of one of CPV1’s shareholders.
   In this regard, the Issuer confirms the results of Resolution No 6/2019 in relation to the
   total nominal amount of all the Bonds as follows -
    
  Bonds 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
    703,741,709.61     82.17%               0.00%             82.17%            0.00%

   

Resolution No 6/2019 passed by a majority of 82.17%.


3. RESOLUTION NO 7/2019
   Bondholders consented to the termination of the existing O&M Agreement to which CPV
   Power Plant No. 1 (RF) Proprietary Limited (“CPV1”) is a party.
   In this regard, the Issuer confirms the results of Resolution No 7/2019 in relation to the
   total nominal amount of all the Bonds as follows -

    Bonds 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
    703,741,709.61    82.17%               0.00%             82.17%            0.00%
  

Resolution No 7/2019 passed by a majority of 82.17%.




4. RESOLUTION NO 8/2019


                                                                                              1
   Bondholders consented to the execution by CPV1 of a new Operations and Maintenance
   agreement on terms substantially agreed with a preferred respondent to a request for
   proposals put out by CPV1.
   
   In this regard, the Issuer confirms the results of Resolution No 8/2019 in relation to the
   total nominal amount of all the Bonds as follows -

   Bonds 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
    703,741,709.61     82.17%                   0.00%                  82.17%                  0.00%

   Resolution No 8/2019 passed by a majority of 82.17%.

5. RESOLUTION NO 9/2019
   Bondholders consented to a sale in shares in CPV1 by its shareholder Concentrix, and
   release of Concentrix from any related obligations to the Issuer, and to a change in
   control of CPV1 resulting from this sale of shares.

   In this regard, the Issuer confirms the results of Resolution No 9/2019 in relation to the
   total nominal amount of all the Bonds as follows -

    Bonds 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
    703,741,709.61    82.17%               0.00%             82.17%              0.00%

  Resolution No 9/2019 passed by a majority of 82.17%.


6. RESOLUTION NO 10/2019
   Bondholders consented to the refinancing of one of CPV1’s shareholders’ equity
   contribution to CPV1 and the related transfer of shares and loan claims against CPV1
   within such shareholder’s group of companies, as well as the reorganization of the
   Issuer’s security resulting from the refinancing.
   In this regard, the Issuer confirms the results of Resolution No 10/2019 in relation to the
   total nominal amount of all the Bonds as follows -

    Bonds 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
    703,741,709.61    82.17%                  0.00%             82.17%            0.00%

                                                                                               2
   Resolution No 10/2019 passed by a majority of 82.17%.




14 June 2019
Debt Sponsor
The Standard Bank of South Africa Limited




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