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INGUZA INVESTMENTS (RF) LIMITED - BIIIPL - Notification of the Voting Results in respect of the Written Extraordinary and Ordinary Resolutions

Release Date: 10/02/2021 17:30
Code(s): ING383 ING384     PDF:  
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BIIIPL - Notification of the Voting Results in respect of the Written Extraordinary and Ordinary Resolutions

iNguza Investments (RF) Limited
(Incorporated in the Republic of South Africa)
(Registration No. 2008/003346/06)
Company code: BIIIPL
Bond code: ING383         ISIN: ZAG000154048
Bond code: ING384         ISIN: ZAG000154055
(“iNguza” or the “Issuer”)

NOTIFICATION OF THE VOTING RESULTS IN RESPECT OF THE WRITTEN EXTRAORDINARY AND ORDINARY RESOLUTIONS

Noteholders are referred to the notice of request for a written extraordinary resolution released on SENS on 12 January 2021, with a response due date of 17:00 on 9
February 2021 (the “Noteholders Written Resolution”), requesting the following Resolutions to be considered:

    -   Resolutions in respect of Notes with stock code number ING383 (“ING383 Notes”):

        Extraordinary Resolution 1
        The Noteholders hereby approve and consent to the amendment of the terms and conditions of the Notes with stock code ING383 (ISIN ZAG000154048) so as to
        include an additional early redemption option in accordance with the terms set out in Annexure A to the notice requesting written extraordinary resolution dated 12
        January 2021.

        Ordinary Resolution 1
        The Noteholders further instruct and authorise the Issuer and the Security SPV (a) to amend the agreements comprising the Underlying Assets and the
        Transaction Documents relating to the Notes with stock code ING383 (ISIN ZAG000154048) in order to give effect to the exercise of such proposed new early
        redemption option, if exercised, and (b) to conclude whatever agreements or documents may be required in order to give effect to these resolutions.

    -   Resolutions in respect of Notes with stock code number ING384 (“ING384 Notes”):

        Extraordinary Resolution 1
        The Noteholders hereby approve and consent to the amendment of the terms and conditions of the Notes with stock code ING384 (ISIN ZAG000154055) so as to
        include an additional early redemption option in accordance with the terms set out in Annexure A to the notice requesting written extraordinary resolution dated 12
        January 2021.

        Ordinary Resolution 1
        The Noteholders further instruct and authorise the Issuer and the Security SPV (a) to amend the agreements comprising the Underlying Assets and the
        Transaction Documents relating to the Notes with stock code ING384 (ISIN ZAG000154055) in order to give effect to the exercise of such proposed new early
        redemption option, if exercised, and (b) to conclude whatever agreements or documents may be required in order to give effect to these resolutions.


In this regard, the Issuer confirms that the voting results from the Noteholders Written Resolutions in relation to the total nominal amount of the relevant class of debt
securities is as follows:
Resolutions in           Total nominal           Debt securities         Debt securities         Votes abstained, as      Votes for the           Votes against the
respect of the ING383    amount of the           voted, disclosed as a   voted, disclosed as a   a percentage             resolution, as a        resolution, as a
Notes:                   relevant debt           number                  percentage                                       percentage              percentage
                         securities
Extraordinary            ZAR 194 974 579.48      ZAR 168 864 421.14      86.61%                  0.05%                    86.56%                  0.00%
Resolution 1
Ordinary Resolution 1    ZAR 194 974 579.48      ZAR 168 864 421.14      86.61%                  0.05%                    86.56%                  0.00%


Resolutions in           Total nominal           Debt securities         Debt securities         Votes abstained, as      Votes for the           Votes against the
respect of the ING384    amount of the           voted, disclosed as a   voted, disclosed as a   a percentage             resolution, as a        resolution, as a
Notes:                   relevant debt           number                  percentage                                       percentage              percentage
                         securities
Extraordinary            ZAR 325 139 137.00      ZAR 281 751 994.00      86.66%                  0.00%                    86.66%                  0.00%
Resolution 1
Ordinary Resolution 1    ZAR 325 139 137.00      ZAR 281 751 994.00      86.66%                  0.00%                    86.66%                  0.00%

The Issuer hereby confirms that the resolutions proposed in respect of the ING383 Notes and ING384 Notes have accordingly been passed and will take effect
immediately.



10 February 2021

Debt Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Date: 10-02-2021 05:30:00
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