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CALGRO M3 DEVELOPMENTS LIMITED - Notification of the voting results in respect of the request for written consent of noteholders - CGRI

Release Date: 04/05/2021 14:02
Code(s): CGR45 CGR42 CGR51 CGR50 CGR43 CGR47 CGR46     PDF:  
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Notification of the voting results in respect of the request for written consent of noteholders - CGRI

CALGRO M3 DEVELOPMENTS LIMITED
(Incorporated in the Republic of South Africa)
Registration Number: 1996/017246/06
JSE Alpha code: CGRI
(Calgro M3 Developments or the Existing Issuer)

NOTIFICATION OF THE VOTING RESULTS IN RESPECT OF THE REQUEST FOR WRITTEN CONSENT OF NOTEHOLDERS

Unless otherwise defined herein, capitalised terms shall have the same meaning as set forth in the Consent
Request (as defined below).

Noteholders are referred to the notice of request for written consent released on SENS on 30 March 2021 (the
Consent Request), in which the Extraordinary Resolutions set out below were proposed:

•   Extraordinary Resolution No. 1:

    THAT the Noteholders consent to:

    1.1. the substitution of the Existing Issuer with the Existing Guarantor as the New Issuer such that the Existing
         Guarantor (as New Issuer), assumes all rights and obligations of the Existing Issuer pursuant to the
         Terms and Conditions of the Programme; and

    1.2. the substitution of the Existing Guarantor with the Existing Issuer as the New Guarantor, such that the
         Existing Issuer, as the New Guarantor, assumes all rights and obligations of the Existing Guarantor
         pursuant to the Noteholders Guarantee, and will then irrevocably and unconditionally guarantee to
         the Noteholders the due and punctual payment by the New Issuer of all amounts now owing by the
         New Issuer in respect of the Outstanding Notes issued under the Programme before, on and after the
         Programme Date.

•   Extraordinary Resolution No. 2:

    THAT the Noteholders consent to the amendment and restatement of the Programme Memorandum
    (including the Terms and Conditions and the form of the Guarantee) to give effect to the proposed
    changes.

•   Extraordinary Resolution No. 3:

    THAT the Noteholders consent to the amendment and restatement of the each of the existing applicable
    pricing supplements relating to the each of the Notes) to give effect to the proposed changes.

•   Extraordinary Resolution No. 4:

    THAT the New Issuer and the New Guarantor be authorised to enter into any documentation or to take
    necessary steps to give effect to the consent specified in Extraordinary Resolutions No.1 to No.3 above.
    In this regard, the Existing Issuer confirms the voting results from the Consent Request in relation to the total
    nominal amount of those classes of debt securities that were affected by the amendments are as follows:


Bond Code         Extraordinary    Debt             Debt             Voted           Votes            Votes
                  Resolution       securities       securities       carried for     against the      abstained as
                                   voted as a       voted            the             resolution as    a
                                   Rand value       disclosed as     resolution as   a                percentage
                                                    a                a               percentage
                                                    percentage       percentage

CGR42             1                45,000,000.00    100              0               100              0

                  2                45,000,000.00    100              0               100              0

                  3                45,000,000.00    100              0               100              0

                  4                45,000,000.00    100              0               100              0

CGR43             1                10,000,000.00    0                0               0                0

                  2                10,000,000.00    0                0               0                0

                  3                10,000,000.00    0                0               0                0

                  4                10,000,000.00    0                0               0                0

CGR45             1                20,000,000.00    100              0               100              0

                  2                20,000,000.00    100              0               100              0

                  3                20,000,000.00    100              0               100              0

                  4                20,000,000.00    100              0               100              0

CGR46             1                40,000,000.00    100              100             0                0

                  2                40,000,000.00    100              100             0                0

                  3                40,000,000.00    100              100             0                0

                  4                40,000,000.00    100              100             0                0

CGR47             1                60,000,000.00    100              100             0                0

                  2                60,000,000.00    100              100             0                0

                  3                60,000,000.00    100              100             0                0

                  4                60,000,000.00    100              100             0                0

CGR48U            1                23,000,000.00    46               100             0                54

                  2                23,000,000.00    46               100             0                54

                  3                23,000,000.00    46               100             0                54

                  4                23,000,000.00    46               100             0               54

CGR49U            1                50,000,000.00    100              100             0               0

                  2                50,000,000.00    100              100             0               0

                  3                50,000,000.00    100              100             0               0

                  4                50,000,000.00    100              100             0               0

CGR50             1                33,000,000.00    100              100             0               0

                  2                33,000,000.00    100              100             0               0

                  3                33,000,000.00    100              100             0               0

                  4                33,000,000.00    100              100             0               0

CGR51             1                48,000,000.00    100              100             0               0

                  2                48,000,000.00    100              100             0               0

                  3                48,000,000.00    100              100             0               0

                  4                48,000,000.00    100              100             0               0


Following the above voting results, the requisite majority of 66.67% was obtained.

4 May 2021

Debt Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 04-05-2021 02:02:00
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