AFRICAN DAWN CAPITAL LIMITED - Procurement Of Long-Term Permanent Funding And Change In Status Of Director

Procurement Of Long-Term Permanent Funding And Change In Status Of Director

AFRICAN DAWN CAPITAL LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1998/020520/06)
Share code: ADW
ISIN Code: ZAE000223194
(“Afdawn” or “the Company”)

PROCUREMENT OF LONG-TERM PERMANENT FUNDING AND CHANGE IN STATUS OF DIRECTOR

The Company is pleased to advise that it has entered into binding term sheet with Caleo
Private Equity Proprietary Limited (“Caleo”), in terms of which Caleo will provide long-term
funding to Elite Group Proprietary Limited (“Elite”), Afdawn’s subsidiary that provides personal
loans to the mass market.

The capital provided to Afdawn will be used to support operational expenses and, more
significantly, provide funding for expansion of the lending book of Elite.

In terms of the Term Sheet, Caleo will provide a total of R10 million of long-term loan funding
to Elite in three separate tranches. The funding is considered to be permanent capital in that
it has no set repayment date or redemption term. The funding will be provided as follows:

   •   In terms of tranche 1, Caleo will provide a loan of R3.6 million to Elite at an interest rate
       of 1.5% per month, within 1 (one) month of the Term Sheet becoming binding and
       unconditional, and Afdawn shall issue 9% of its issued share capital to Caleo, in
       settlement of capital raising fees due to Caleo in terms of tranche 1
       (“Tranche 1 Shares”). The Tranche 1 Shares shall be issued at the 30-day VWAP
       (Volume Weighted Average Price) of the Afdawn less 10%;

   •   In terms of tranche 2, Caleo will provide a loan of R1.4 million to Elite at an interest
       rate of 1.5% per month, immediately after the disbursement of Tranche 1, and Afdawn
       shall issue an additional 3.5% of its issued share capital to Caleo, in settlement of
       capital raising fees due to Caleo in terms of tranche 2 (“Tranche 2 Shares”). The
       Tranche 2 Shares shall be issued at the 30-day VWAP (Volume Weighted Average
       Price) of the Afdawn less 10%; and

   •   In terms of tranche 3, Caleo will provide a loan of R5 million to Elite at an interest rate
       of 1.5% per month, within a 3(three) month period of the disbursement of Tranche 2,
       and Afdawn shall issue an additional 7.5% of its issued share capital to Caleo, in
       settlement of capital raising fees due to Caleo in terms of tranche 3
       (“Tranche 3 Shares”). The Tranche 3 Shares shall be issued at the 30-day VWAP
       (Volume Weighted Average Price) of the Afdawn less 10%.

While there is no set repayment date or redemption term for the loan funding, should Afdawn
or Elite choose to repay the loan funding, then Caleo shall be entitled to a fee equal to the
present value of the expected interest payments for the period starting from the date of
repayment and ending on the 20th anniversary of funds having been disbursed in respect of
each respective tranche, discounted at a rate of 4.5% per annum.

The provision of the funding is subject to various conditions precedent as stipulated in the
Term Sheet including any regulatory and shareholder approvals required for each tranche.
The Tranche 1 Shares will be issued in terms of the general authority to issue shares for cash
authority obtained by Afdawn at the last annual general meeting. Shareholder approval will be
sought to issue the Tranche 2 Shares and the Tranche 3 Shares.

CHANGE IN STATUS OF DIRECTOR

Shareholders are advised that Mr James Slabbert, who assumed the role of non-executive
chairman of the Board, will move into the role of executive chairman with immediate effect.

Johannesburg
9 June 2020

Sponsor
PSG Capital

Date: 09-06-2020 05:30:00
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