Notice to affected persons: post-commencement finance funding
TONGAAT HULETT LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1892/000610/06
Share code: TON
ISIN: ZAE000096541
("Tongaat Hulett" or the "Company")
NOTICE TO AFFECTED PERSONS: POST-COMMENCEMENT FINANCE FUNDING
Shareholders and Affected Persons are advised that a notice has been issued in accordance
with section 128 of the Companies Act 71 of 2008 ("the Companies Act"), as amended, read
together with sections 144(3)(a), 145(1)(a) and 146(a) of the Companies Act, to Affected
Persons ("the Notice"). Notice is hereby given to all Affected Persons, as defined in
section 128(1)(a) of the Companies Act, of the following in relation to the Post-
Commencement Finance Facility Agreement ("the PCF Agreement") entered into between
the Industrial Development Corporation of South Africa Limited ("the Lender"), Tongaat Hulett
Limited (in business rescue) ("the Company") and the Business Rescue Practitioners
("BRPs"), as amended by PCF Agreement Amending Agreement No. 12 dated on or about
16 June 2026 ("the Facility"):
1.1 the Facility pursuant to the PCF Agreement continues to be available until
30 September 2026, or earlier if an order is granted for the termination of the Business
Rescue Proceedings and winding-up of the Company, whether provisional or final, in
the application launched under case number 2026/031780;
1.2 the Final Repayment Date under the PCF Agreement has been extended as outlined
in paragraph 1.1 above;
1.3 the Commitment under the PCF Agreement of R2.5 billion remains secured under the
security executed by the Company in favour of the Lender, which security remains of
full force and effect;
1.4 the Facility Outstandings must be discharged in full or, at the discretion of the Lender,
be restructured into a term loan on terms and conditions to the Lender's satisfaction,
before any sale and transfer by the Company of its business and assets as a going
concern in accordance with the Business Rescue Plan;
1.5 the Lender's willingness to permit the continued availability of the PCF Agreement and
use of funds in the Ceded Borrower Accounts on a temporary basis, for critical
operational expenses required to manage the day-to-day operations as approved by
the Lender, in its sole and absolute discretion, on the recommendation of the
Company's management team, thereby allowing monies in the Ceded Borrower
Accounts to be utilised to maintain the going concern status of the Company pending
the outcome of the Conversion Application, notwithstanding the Lender's first ranking
security over the Ceded Borrower Accounts;
1.6 all of the Lender's rights arising from the Conversion Application and in and to all
Security held by it, including without limitation Security held over the Ceded Borrower
Accounts, are, and remain, reserved and are not in any way impacted by the temporary
release of funds in the Ceded Borrower Accounts and continued drawdowns under the
PCF Agreement; and
1.7 this temporary permission allowing the use of monies in the Ceded Borrower Accounts
and continued drawdowns under the PCF Agreement, notwithstanding the Security
held by the Lender over the Ceded Borrower Accounts, is aimed at ensuring continued
operations and the stability of the Company's business operations.
Shareholders and Affected Persons are reminded that all notices and documents relating to
the business rescue proceedings of the Company are published and made available on the
Company's website under the "Business Rescue" tab at https://www.tongaat.com/business-
rescue/.
17 June 2026
Sponsor: PSG Capital
Date: 17-06-2026 07:05:00
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