Notice Of Amendment In Respect Of Certain Trading Terms For German Financial Reference Entities - DLMC
DOLOMITE CAPITAL LIMITED
(incorporated with limited liability in the Cayman Islands under registration number 131853) (the Issuer)
Issuer Code: DLMC
(“the issuer” or “the company”)
NOTICE OF AMENDMENT IN RESPECT OF CERTAIN TRADING TERMS FOR GERMAN FINANCIAL
To: Issuer: Dolomite Capital Limited Fax: N/A
PO BOX MP 10085
3rd Floor Zephyr House
122 Mary Street
George Town, Grand Cayman
Attn: The Directors, Dolomite Capital Limited /
To: Trustee: HSBC Corporate Trustee Company (UK) Fax: +44 20 7991 4350
8 Canada Square
Attn: CTLA Trustee Services Administration /
To: Principal Paying HSBC Bank plc Fax: +44 20 7260 8932
Agent: 8 Canada Square
London E14 5HQ
Attn: The Manager, Client Services, Paying
Agency Desk, Corporate Trust and Loan Agency
To: Counterparty: Merrill Lynch International Fax: +44 207 995 1829
Merrill Lynch Financial Centre
2 King Edward Street
London EC1A 1HQ
Attn: Asset Repack Trading /
20 March 2019
Dolomite Capital Limited Series 13 EUR 4,000,000 Limited Recourse Floating Rate Credit Linked Secured Notes
due 2022 (XS1816338161) (the "Securities"): NOTICE OF AMENDMENT IN RESPECT OF CERTAIN
TRADING TERMS FOR GERMAN FINANCIAL REFERENCE ENTITIES
We refer to the above Securities and the ISDA Master Agreement entered into between Merrill Lynch International
(“MLI”) and Stratus Capital Public Limited Company (the “Issuer”) dated as of 16 May 2018 in relation to the Securities
(the ISDA Master Agreement), as supplemented by the credit derivative transaction (Reference: 18ML258024) (the
Transaction) evidenced by a swap confirmation (as amended and supplemented, the Swap Confirmation and, together
with the ISDA Master Agreement, the Swap Agreement). Terms not defined in this notice shall have the meaning ascribed
thereto by the Conditions of the Securities or the Swap Agreement, as applicable.
On 21 July 2018, a change in German law allowed German banks to issue two types of senior unsecured debt
obligations – senior preferred and senior non-preferred. On 26 November 2018, the Credit Steering Committee of
the International Swaps and Derivatives Association, Inc. (ISDA) issued a statement regarding changes to the
documentation practice for credit default swap transactions referencing German banks to allow for trading of credit
derivative transactions on both senior preferred and senior non-preferred terms (in addition to subordinated terms).
The statement can be found at the ISDA website (www.isda.org/2018/11/26/csc-statement-on-german-bank-cds/).
In order for market participants to amend and update the documentation for existing credit derivatives transactions
referencing affected Reference Entities that are currently outstanding, a market-wide protocol amendment agreement,
the ISDA 2019 German Bank CDS was published by ISDA on 6 February 2019 (as may be amended and
supplemented, the Protocol). The Protocol can be found at the ISDA website (www.isda.org/protocol/isda-2019-
german-bank-cds-protocol). This amendment effected by the Protocol will not change the seniority of any affected
credit derivative transactions but it ensures there is no documentation basis between legacy affected transactions
(previously mapped to the "Standard European Financial Corporate" Transaction Type) and new transactions mapped
to the "Standard European Senior Non Preferred Financial Corporate" Transaction Type once the documentation
practice change takes effect.
The Protocol became effective among adhering parties on 10 March 2019 (being the defined "Implementation Date"
in the Protocol, the Protocol Implementation Date).
2. Calculation Agent Amendment Rights
Pursuant to: (a) Condition CL13(c) (Amendments of the Conditions in accordance with Market Convention) of the
Conditions of the Securities; and (b) Part 5(r)) (Amendment in accordance with market convention) of the Swap
Agreement, we, in our capacity as Calculation Agent, have determined that the amendments effected by the Protocol
are necessary to reflect market practice for credit derivative transactions in respect of the relevant Reference Entities
and that the Conditions of the Securities and the Swap Agreement shall therefore be amended to reflect the provisions
of the Protocol, as if the Issuer and the Counterparty were adhering parties thereto.
Accordingly, effective as of the Protocol Implementation Date, the Calculation Agent has determined that the
particular amendments set forth below at Schedule 1 (Amendments) to the Protocol shall be made as if the Issuer and
the Counterparty were each an "Adhering Party" to the Protocol and the Conditions and the Swap Confirmation shall
be deemed to be amended accordingly.
3. Limited recourse and non-petition
MLI shall have recourse in respect of any claim only to the Mortgaged Property, subject always to the security created
by and the provisions of the Trust Instrument and/or the Additional Charging Document and the provisions of this
paragraph 8. Subject to the Trustee (or any Securityholder) having realised the Mortgaged Property, Party A shall not
be entitled to take any further steps against Party B to recover any further sums in respect of the payment of any
obligation of Party B once the Mortgaged Property and the proceeds of realisation thereof, as applicable, have been
exhausted for whatever reason and the right to claim in respect of such sums shall be automatically extinguished. Any
shortfall will be borne by Securityholders, the Trustee and Party A in accordance with the Security Ranking Basis set
out and as defined in the Conditions (unless otherwise specified). Party A has not claimed or exercised and shall not
be entitled to exercise any right of set-off, counterclaim, security interest, lien, consolidation of accounts or other
similar right arising by operation of law or otherwise against any person entitled to receive any payment under the
Securities or against the Mortgaged Property in respect of any other Series of securities issued by Party B or any other
assets of Party B (and Party A hereby waives all such rights) and undertakes to bring such security, and all other
security created by the Trust Instrument and/or the Additional Charging Document, to the attention of any person
dealing with the Mortgaged Property. Party A agrees that it shall not be entitled to petition or take any step for the
winding-up of Party B. The obligations of Party B are solely the corporate obligations of Party B. No recourse for the
payment of any obligation of Party B shall be had against any stockholder, employee, officer, director, affiliate,
incorporator, manager or member of Party B provided that this shall not apply if it would be in breach of any legal or
regulatory requirement of the applicable jurisdiction. The provisions contained in this clause shall survive any
termination of the Agreement.
THE ABOVE AMENDMENTS ARE EFFECTIVE AS OF THE PROTOCOL IMPLEMENTATION DATE. NO
FURTHER ACTION NEEDS TO BE TAKEN BY THE ISSUER, THE COUNTERPARTY, THE TRUSTEE OR
ANY SECURITYHOLDER IN ORDER TO EFFECT THESE AMENDMENTS. PLEASE UPDATE YOUR
MERRILL LYNCH INTERNATIONAL
in our capacity as Calculation Agent
22 March 2019
The Standard Bank of South Africa Limited
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