HYPROP INVESTMENTS LIMITED - HYPI-Update to the Issuer's DMTN Programme

HYPI-Update to the Issuer's DMTN Programme

Hyprop Investments Limited
Incorporated in the Republic of South Africa
(Registration No. 1987/005284/06)
(the “Issuer”)
Issuer Code: HYPI


NOTIFICATION OF AN UPDATE TO THE PROGRAMME MEMORANDUM


The Issuer has received approval from the JSE Limited (“JSE”) in relation to its amended and restated
programme memorandum dated 12 April 2019 (the “Amended and Restated Programme
Memorandum”), pursuant to which the Issuer may from time to time issue notes on the terms and
conditions set out in the Amended and Restated Programme Memorandum.


A summary of the changes effected in the Amended and Restated Programme Memorandum include:
    -   aligning the Issuer and JSE responsibility statements with the exact wording in the JSE Debt
        Listings Requirements (“JSE DLRs”);
    -   changing references to the “BESA Guarantee Fund” to “JSE Debt Guarantee Fund”;
    -   introducing definitions for the “Interest Period”, “Interest Payment Dates” and
        “Determination Dates” into the pro forma Applicable Pricing Supplement;
    -   amending the definition of “Loan to Value Ratio” under Condition 9.6 (Redemption in the
        event of a breach of Financial Covenant) and introducing a new definition for “Market Value”
        in respect of such definition;
    -   amending Condition 19 “Notices” to be aligned with the JSE DLRs;
    -   amending Condition 21 “Meeting of Noteholders/Consent Process” to be aligned with the new
        Companies Act, 2008 (meetings of shareholder provisions);
    -   introduction of a written “Consent Process” by way of Extraordinary Resolution. These
        amendments were introduced alongside the Meeting of Noteholders;
    -   amendments to the definition of “Extraordinary Resolution” and the application thereof
        throughout the Terms and Conditions;
    -   changing the Noteholders voting default position i.e. “voting by hand” to “voting by poll”;
    -   further minor clean-up changes pursuant to the JSE DLRs;
    -   updating the Programme Memorandum to provide for the recent amendments from Strate in
        terms of settlement, for example all references to the “CSD Nominees” have been deleted;
        and
    -   updating the Issuer disclosure and incorporating same by reference pursuant to the
        information statement dated 12 April 2019 (the “Information Statement”).

The Amended and Restated Programme Memorandum is available for inspection at the registered
office of the Issuer and has also been made available for inspection on the Issuer’s website at
https://www.hyprop.co.za/ir-debt.php. The Amended and Restated Programme Memorandum will also
be available for inspection on the JSE’s website at www.jse.co.za.
15 April 2019
Debt Sponsor:
The Standard Bank of South Africa Limited (acting through its Corporate and Investment Banking
division)




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