CURRO HOLDINGS LIMITED – ZAR2000000000 Domestic Medium Term Note Programme

2018/12/07 16:40:00
SENS announcement for JSE listed company: COH
                        

COHI 201812070065A
ZAR2,000,000,000 Domestic Medium Term Note Programme

CURRO HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/025801/06)
Alpha code: COHI

CURRO HOLDINGS LIMITED ZAR2,000,000,000 DOMESTIC MEDIUM TERM
NOTE PROGRAMME

Reference is made to (a) the Curro Holdings Limited
ZAR2,000,000,000 Domestic Medium Term Note Programme
(‘Programme’) and the Programme Memorandum dated 18 November
2013 (‘Programme Memorandum’) prepared by Curro Holdings Limited
(‘Issuer’) in respect of the Programme and (b) the amended JSE
Debt Listings Requirements (effective 15 October 2018) (‘Amended
JSE Debt Listings Requirements’). References in this
announcement to any Section are to that Section of the Amended
JSE Debt Listings Requirements.

Unless otherwise defined in this SENS announcement, capitalised
terms used in this SENS announcement bear the meanings ascribed
to them in in the section of the Programme Memorandum headed
‘Terms and Conditions’ (‘Terms and Conditions’).

Noteholders are hereby notified that:

a) Section 7.26 provides for the procedure to amend the Terms
and Conditions (including the Applicable Terms and
Conditions).

b) Condition 20 (AMENDMENT OF THESE CONDITIONS) of the Terms
and Conditions is deleted and replaced in its entirety with
the provisions of Section 7.26.

c) Section 7.27 provides, in relation to a meeting of
Noteholders, (i) for the application of the sections in the
Companies Act, 2008 (‘Companies Act’) that relate to
‘notice of meetings’, ‘conduct of meetings’ and ‘meeting
quorums and adjournment’ as if the references in such
sections to ‘shareholders’ and ‘company’, respectively,
were references to ‘Noteholders’ and ‘Issuer’ respectively
(ii) for such meeting to be announced on SENS and for the
announcement to state the date that the Issuer has selected
to determine which Noteholders recorded in the Register
will receive the notice of meeting and the last date by
which proxy forms must be submitted, (iii) for voting by
proxy and (iv) for the application of the sections in the
Companies Act that provide for the form of proxy form.
Section 7.28 provides that a written resolution to
Noteholders must state the date that the Issuer has
selected to determine which Noteholders recorded in the
Register will receive the notice of written resolution.
d) Condition 21 (MEETINGS OF NOTEHOLDERS) of the Terms and
Conditions is deleted and replaced in its entirety with the
provisions of Section 7.27 and Section 7.28.

e) The Issuer confirms that, at the time the next update is
required to be made to the Programme Memorandum in terms
of Section 7.24 (as read with Section 7.25) or for any
other reason, the Issuer will procure that such update will
provide, in addition, for (a) Condition 20 (AMENDMENT OF
THESE CONDITIONS) of the Terms and Conditions to be amended
to reflect the provisions of Section 7.26 and (b) for
Condition 21 (MEETINGS OF NOTEHOLDERS) of the Terms and
Conditions to be amended to reflect the provisions of
Section 7.27 and Section 7.28.

f) The Amended JSE Debt Listings Requirements are available
on the JSE’s website at www.jse.co.za.

g) The ‘Curro Holdings Limited Annual Report’ of the Issuer
for the financial year ended 31 December 2017 is
incorporated by reference into the Programme Memorandum
(see the section of the Programme Memorandum headed
‘Documents Incorporated by Reference’). This annual report
updates the description of the Issuer and its business set
out in the section of the Programme Memorandum headed
‘Description of the Issuer’. This annual report is
available for inspection, upon request, during normal
office hours, at the Specified Office of the Issuer. In
addition, this annual report is available on the following
website: www.curro.co.za.

7 December 2018

Debt Sponsor
PSG Capital

Date: 07/12/2018 04:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (‘JSE’).
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.

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