Item 1.01 Entry into a Material Definitive Agreement.
Further Extension of Blue Label Telecoms Subscription Date and RMB Guarantee
As previously disclosed, on February 28, 2017, FirstRand Bank Limited (acting through its Rand Merchant Bank division) (“RMB”), Net 1 UEPS Technologies, Inc. (“Net1”), Net1 Applied Technologies South Africa Proprietary
Limited (“Net1 SA”), and certain of Net1’s affiliates entered into a new letter agreement (the “February 2017 Guarantee Letter”) amending the Common Terms Agreement (the “CTA”), to extend the term of the
Guarantee, as referenced therein, to May 31, 2017, and to correct certain outdated terms to the CTA, and RMB issued a new guarantee in favor of Blue Label Telecoms Limited (“Blue Label”) for the purchase price of the Blue Label shares to
be purchased by Net1 SA.
As previously disclosed, on February 28, 2017, RMB, Net1, Net1 SA and certain of Net1’s affiliates also entered into a side letter agreement (the “Guarantee Side Letter”) under which the parties agreed to amend the CTA, a Senior
Facility A Agreement, Senior Facility B Agreement, Senior Facility C Agreement, Subordination Agreement, Security Cession & Pledge and certain ancillary loan documents with RMB (collectively, the “Finance Documents”), by March 15,
2017, to contemplate and permit various guarantors to provide guarantees and to ensure that only the original senior lenders retain the benefits of all amounts credited to the escrow account and security in respect thereof.
Accordingly, on March 15, 2017, RMB, Net1, Net1 SA and certain of Net1’s affiliates entered into an Amendment and Restatement Agreement (the “Amendment and Restatement Agreement”) resulting in the amendment and restatement of
certain of the Finance Documents to effectuate the amendments included in and contemplated by the February 2017 Guarantee Letter and the Guarantee Side Letter.
The foregoing descriptions of the Amendment and Restatement Agreement and amendments to certain of the Finance Documents do not purport to be complete and are qualified in their entirety by reference to the full text thereof, copies of which are
attached hereto as Exhibits 10.54 through 10.58 and are incorporated herein by reference.
On March 15, 2017, the USD/ZAR exchange rate was $1.00/ZAR 13.0704.