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Pinnacle- voting outcome by noteholders - PTH01
Pinnacle had issued a consent request to all of the holders of Tranche 1 of Series 1 of Senior Secured Notes issued by Pinnacle under its R2,500,000,000 domestic medium term note programme ("Noteholders") on 9 December 2014. Pinnacle wishes to advise Noteholders that Resolution No 9 has not been passed by the requisite majority of votes, whilst the balance of the Resolutions proposed at the meeting were passed by 100 % of the votes in favour thereof, as per the results set out above. The Amended and Restated Applicable Pricing Supplement, reflecting the approved amendments to the Terms and Conditions, will be signed in due course and made available on Pinnacle's website at http://www.pinnacleholdings.co.za/index.php/investor- relations/domestic-mt-notes.
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Pinnacle -- Notice to shareholders
Notice to shareholders of the Company in terms of section 45 (5) of the Company's Act
Shareholders approved a special resolution at the Annual General Meeting held on 28 October 2014, authorising the board of directors, from time to time, to provide any direct or indirect financial assistance, as defined in section 45(1) of the Act to any subsidiary as contemplated in section 45(2) of the Act, for such amounts and on such terms and conditions as the board may determine.
Financial assistance to subsidiaries includes the authority to transfer funds against loan accounts between Group companies, in order to continue conducting the centralised treasury operations of the Group and for the Group to continue issuing covering guarantees in favour of financial institutions and certain major suppliers for credit and advances by those organisations to the Company’s operating subsidiaries.
In terms of section 45(5) of the Act, the directors are required to advise shareholders of the projected quantum of such funding or financial assistance. Having evaluated the resources required to achieve the ongoing operational and growth strategies of the Group, the board of directors has passed a resolution authorising the Company to increase its direct or indirect financial assistance to its subsidiaries by up to R500 million over the next two years, subject to the provisions of the Act and the Listings Requirements of the JSE Ltd..
In addition, in accordance with S45(3)(b) of the Act, the Board does apply and satisfy itself that immediately after providing financial assistance, the Company would satisfy the solvency and liquidity test set out in section 4(1) of the Act.
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Pinnacle notice of meeting
Pinnacle hereby gives notice that a meeting of all of the holders of Tranche 1 of Series 1 of Senior Secured Notes (the "Group 1 Notes") issued by Pinnacle under its R2 500 000 000 domestic medium term note programme (the "Group 1 Noteholders"), will be held on 9 December 2014 at 10h00 at the offices of Rand Merchant Bank, a division of FirstRand Bank Ltd., 1 Merchant Place, Corner Fredman Drive and Rivonia Road, Sandton.
For further information regarding the proposed amendments to the Terms and Conditions, refer to the Amended and Restated Applicable Pricing Supplement which is available on Pinnacle's website at http://www.pinnacleholdings.co.za/index.php/investor- relations/domestic-mt-notes.
The complete notice is being delivered to the JSE and Strate in accordance with Condition 19 (Amendment of these Conditions) of the Terms and Conditions and Condition 19 (Amendment of these Conditions) of the Additional Terms and Conditions as read with Condition 18 (Notices) of the Terms and Conditions.
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Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
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