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Recap Bond Process

Tuesday, 21 June 2022

The meeting "Noteholder Meeting" of Cell C's secured lenders, who formerly held publicly listed bonds or notes to get approval on the "Compromise Offer" of 20c for every R1 of debt, will now take place on 5 July 2022.

The quorum for a holding a valid Noteholder Meeting requires one or more persons present and holding or representing at least 75% in principal amount of the Notes. A large Noteholder tendered the necessary instructions after the voting submission deadline on 16 June, which meant that the Noteholder Meeting originally scheduled for 20 June 2022 did not meet the quorum requirements and had to be adjourned to a new date - 5 July 2022.

A reduced quorum requirement of one or more persons present and holding or representing at least 25% in principal amount of the Notes now applies to the adjourned meeting.  A majority of Noteholders have already presented their instructions for the Noteholder Meeting (or any adjournment thereof). These instructions are expected to remain in place until the new Noteholder Meeting and are sufficient to achieve the reduced quorum requirements and as at today's date correspond to 92.18% support in favour of the compromise offer.

The outcome of the Noteholders Meeting will be communicated.

Says Douglas Craigie Stevenson, "We believe that the requisite quorum and majority vote in favour will be achieved, making this another critical milestone in Cell C's financial restructuring and recapitalisation."

The final step to conclude the overall transaction is the signing of CP's and long form agreements and is expected to be finalised in a matter of weeks.



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