Aveng Circular - Balance Sheet Restructure Transaction, Notice of the Extraordinary General Meeting
Incorporated in the Republic of South Africa
(Registration number 1944/018119/06)
Share code: AEG ISIN: ZAE000111829
(“Aveng” or “the Company”)
AVENG CIRCULAR - BALANCE SHEET RESTRUCTURE TRANSACTION, NOTICE OF THE
EXTRAORDINARY GENERAL MEETING AND WITHDRAWAL OF THE CAUTIONARY
- The Company intends to undergo a recapitalisation and debt restructure including inter alia
a Rights Offer and the settlement of debt by way of cash or a specific issue of shares to
lenders (“Balance Sheet Restructure Transaction”). Aveng Shareholders are referred to the
announcement released on SENS on Wednesday, 25 November 2020, in which Aveng
announced its intention to proceed with the Balance Sheet Restructure Transaction.
- Aveng intends to conclude the Balance Sheet Restructure Transaction in terms of which
Aveng has negotiated the restructure of its existing debt facilities with the Lenders where (i)
certain debt under such facilities will be settled through the issue of Aveng Ordinary Shares;
(ii) certain debt will be settled in cash by Aveng utilising the proceeds from the Rights Offer;
and (iii) the remaining debt will be restructured in terms of restructured term and overdraft
facilities with a tenure of three years. The Recapitalisation Term Sheet will govern the
Balance Sheet Restructure Transaction. The detailed implementation of the Balance Sheet
Restructure Transaction is set out in the Aveng Circular.
The Circular is available on the Company’s website https://www.aveng.co.za/circular.php).
2. Notice of Extraordinary General Meeting and salient dates
Notice is hereby given that an Extraordinary General Meeting of shareholders (“EGM”) will
be held virtually, at 09.00am on 20 January 2021 in order to pass the resolutions detailed in
the Circular. The Notice of the EGM, which forms part of this Circular, is to provide Aveng
Shareholders with relevant information in relation to the resolutions required before the
Balance Sheet Restructure Transaction can be implemented, and to convene the EGM on
Wednesday, 20 January 2021, at which General Meeting the Aveng Shareholders will be
asked to consider and, if deemed fit, pass the resolutions contemplated in the Notice of the
Salient dates pertaining to the EGM will be published in the notice of general meeting, which
will be posted to shareholders on Friday, 18 December 2020 and are detailed below.
Record date to be entitled to receive the circular incorporating the Friday, 4 December 2020
notice convening the General Meeting
Circular and notice of the General Meeting posted to shareholder Friday, 18 December 2020
and announced on SENS
Last day to trade in order to be eligible to attend and vote at the General Tuesday, 12 January 2021
Last day and time to give notice to participate in the General Meeting Friday, 15 January2021
electronically by 12:00 on
Record date to participate in and vote at the General Meeting Friday, 15 January 2021
Last day to lodge forms of proxy with the Transfer Secretaries to vote at Monday, 18 January 2021
the General Meeting by 09:00 on
General Meeting of Shareholders to be held at 09:00 on Wednesday, 20 January
Results of General Meeting announced on SENS on Wednesday, 20 January
3. Withdrawal of Cautionary Announcement
Following the publication of the Circular, shareholders are advised that they no longer need
to exercise caution in their dealings in Aveng shares.
18 December 2020
UBS South Africa Proprietary Limited
Tel: 011 779 2800
Date: 18-12-2020 03:45:00
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