SOAPSTONE INVESTMENT LIMITED - Results of the Meeting of Bondholders

Results of the Meeting of Bondholders

Soapstone Investment Limited
(Incorporated in the Republic of South Africa)
(Registration number 2006/011940/06)
Soapstone stock code: DMCCB
ISIN: ZAE000180204
(“Soapstone”)

RESULTS OF THE MEETING OF BONDHOLDERS

Bondholders are advised that at a meeting of Bondholders held at the offices of Hogan Lovells (South Africa) Inc., at
22 Fredman Drive, Sandton, Johannesburg, 2196 on 5 April 2017 at 14h00, the following resolutions were proposed
to be passed:

AS EXTRAORDINARY RESOLUTION NO. 1

         The Bondholders waive the failure by the Issuer to make the interest payments that fell due on 14 December
         2016 and 14 March 2017 (in each case, the "Outstanding Payment"), as referred to in the SENS
         announcements of the Issuer dated 14 December 2016 and 23 February 2017 respectively, and further
         resolve that each such failure to make payment shall not be treated as an Event of Default for purposes of
         the Conditions, provided that each Outstanding Payment shall be made, together with such other amounts
         as may fall due for payment in accordance with the Conditions, on the conclusion of the business rescue
         proceedings in respect of Lace Diamond Mines Proprietary Limited, and that penalty interest shall accrue on
         each Outstanding Payment and/or such other amount(s) in accordance with Condition 7.4 of the Offering
         Circular from 14 December 2016 until the date on which payment of each respective Outstanding Payment
         and/or such other amount(s) is made.

AS EXTRAORDINARY RESOLUTION NO. 2

         The Bondholders authorise the suspension of the Issuer's obligations to make payment of principal and
         interest due under the Bonds until such time as business rescue proceedings in respect of Lace Diamond
         Mines Proprietary Limited have been concluded.

After the voting had been conducted, the results of the voting are as follows:

(i)     the acceptance by the Bondholders of Extraordinary Resolution 1 passed by Bondholders representing 100%
        of the aggregate outstanding principal amount of the convertible bonds issued under the Soapstone
        ZAR40,000,000.00 14% Fixed Rate Senior Secured Convertible Registered Bonds, dated on or about 21 June
        2013;

(ii)    the amount of Bondholders who voted against Extraordinary Resolution No. 1 represents 0%



(iii)   the acceptance by the Noteholders of Extraordinary Resolution 2 passed by Bondholders representing 100% of
        the aggregate outstanding principal amount of the convertible bonds issued under the Soapstone
        ZAR40,000,000.00 14% Fixed Rate Senior Secured Convertible Registered Bonds, dated on or about 21 June
        2013;

(iv)    the amount of Bondholders who voted against Extraordinary Resolution No. 2 represents 0%



6 April 2017

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

Date: 06/04/2017 12:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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