AEG AEGCB 201807040020A
Notification of the Published Supplement to the Convertible Bonds

AVENG LIMITED
Incorporated in the Republic of South Africa
(Registration number 1944/018119/06)
Share code: AEG       ISIN: ZAE000111829
JSE 2019 Convertible Bond Code: AEGCB
JSE 2019 Convertible Bond ISIN: ZAE000194940
(“Aveng” or “the Issuer”)


NOTIFICATION OF THE PUBLISHED SUPPLEMENT TO THE CONVERTIBLE BONDS

The Issuer has received approval from the Bondholders of Aveng’s ZAR 2,000,000,000, 7.25% senior
unsecured convertible registered bonds due Wednesday, 24 July 2019 (the "Convertible Bonds"), and
subsequently, from the JSE for the amended Terms and Conditions of the Convertible Bonds.

The key amendments to the Terms and Conditions include:

   - Condition 8.1 (b) relating to Interest on Bonds was amended. The result of this amendment is
     that interest due in respect of each Interest Period will be payable in arrears on the Interest
     Payment Date in respect of such Interest Period, either in cash or by capitalising same, in which
     event the Principal Amount of each Bond will be deemed to have been increased accordingly;
     and

   - Condition 10.2 (d) relating to Redemption at the Option of the Issuer was inserted. The result
     of this amendment is that, subject to certain conditions, the Issuer may redeem all but not some
     only of the Bonds at an amount for each Bond to be proposed by the Issuer and approved by
     Extraordinary Resolution together with accrued interest. Unless redeemed at 100% of its
     Principal Amount together with accrued interest, in cash, the percentage of its Principal amount
     at which each Bonds is redeemed is subject to Bondholder approval at a Bondholder meeting.

The redemption amount payable by the Issuer shall be discharged as follows:
   • the Issuer making a cash payment to or for the benefit of the relevant holder the Bonds; and/or

   • the Issuer allotting and issuing to or for the benefit of the relevant holder of such Bonds such
     number of Ordinary Shares as is determined by dividing the relevant redemption amount of the
     Bonds by the price at which the Issuer issued Ordinary Shares pursuant to the rights offer
     implemented by the Issuer on or about 29 June 2018.

The salient dates surrounding the redemption will be announced once finalised.

The Supplement to the Convertible Bonds is available at the registered office of the Issuer and on
their website, http://www.aveng.co.za/investor-centre

4 July 2018

Financial advisor and transaction sponsor for the Capital Markets Transaction
Rand Merchant Bank (A division of FirstRand Bank Limited)

Legal advisors
Baker McKenzie

Debt sponsor
Absa Bank Limited, acting through its corporate and investment banking division

Aveng
Michael Canterbury
Group Executive: Strategy & Investor Relations
Tel: 011 779 2979
Email: michael.canterbury@avenggroup.com

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