COMAIR LIMITED - Status Report and Notice of US Proceedings

Status Report and Notice of US Proceedings

Comair Limited
(Incorporated in the Republic of South Africa)
(Registration Number: 1967/006783/06)
ISIN: ZAE00002983
Share Code: COM
(“Comair” or “the Company”)

STATUS REPORT AND NOTICE OF US PROCEEDINGS

1     In accordance with section 132(3)(a) and section 132(3)(b) of the Companies
      Act when the business rescue proceedings of a company have not concluded
      within 3 months of the date on which they started, a business rescue
      practitioner is required to:

1.1       prepare a report on the progress of the business rescue, and update it
          at the end of each subsequent month until the end of the business rescue
          proceedings; and

1.2       deliver the report and each update to each affected person and to the
          Companies and Intellectual Property Commission ("CIPC").

2     This requirement is applicable to the Company.

3     Accordingly, we hereby provide you with the fifth report on the status of the
      Company's business rescue proceedings.

4     Capitalised terms used but not defined in this notice, shall bear the meaning
      as defined in the Business Rescue Plan, as amended on 17 September 2020,
      and Adopted on 18 September 2020, and amended thereafter as set out in
      the Status Report dated 30 November 2020 ("the Plan").

5     The Company continues to operate whilst steady progress is being made in
      implementing paragraph 7.2A of the Plan and, since the last status report,
      the Company has instituted proceedings in the United States under Chapter
      15 United States Bankruptcy Code for recognition of the Company's business
      rescue proceedings and the Plan. AFFECTED PERSONS ARE NOTIFIED
      HEREWITH THAT THE PETITION PAPERS MAY BE VIEWED ON THE
      COMPANY'S WEBSITE BY FOLLOWING THIS LINK
      https://www.comair.co.za/business-rescue/united-states-proceedings

6     All creditors are reminded that all other notices and the Plan, as amended,
      may be viewed on the Company's website by following this link:
      https://www.comair.co.za/business-rescue.

25 February 2021

Sponsor
PSG Capital

IMPORTANT NOTICE TO FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS

FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS IN COMAIR LIMITED (“COMAIR”) SHOULD
NOTE THAT, IN ORDER TO ENABLE COMAIR (AS A LICENSED AIR SERVICES OPERATOR IN SOUTH
AFRICA) TO REMAIN COMPLIANT WITH THE FOREIGN OWNERSHIP RESTRICTION CONTAINED
SECTIONS 16(4)(c) AND 19(a) OF THE AIR SERVICES LICENSING ACT, NO. 115 OF 1990, THE VOTING
RIGHTS OF FOREIGN SHAREHOLDERS MAY BE DECREASED PROPORTIONATELY SUCH THAT THE
VOTING RIGHTS OF FOREIGN SHAREHOLDERS DO NOT, IN AGGREGATE, EXCEED 24.99%. FOREIGN
SHAREHOLDERS AND PROSPECTIVE INVESTORS ARE REFERRED TO THE COMAIR’S MEMORANDUM OF
INCORPORATION AND WEBSITE (www.comair.co.za) FOR FURTHER DETAILS. IF FOREIGN
SHAREHOLDERS OR PROSPECTIVE INVESTORS ARE IN ANY DOUBT AS TO WHAT ACTION TO TAKE THEY
SHOULD SEEK ADVICE FROM THEIR BROKER, ATTORNEY OR OTHER PROFESSIONAL ADVISER.

Date: 25-02-2021 04:41:00
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