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Paladin Energy Ltd. — Capital/Financing Update 2021
Mar 17, 2021
45616_rns_2021-03-17_ab41d9b0-d006-4865-b7a4-eead61bb14fa.pdf
Capital/Financing Update
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GLAS Trustees Limited in its capacity as trustee pursuant to the Trust Deed (as defined below) 45 Ludgate Hill, London, EC4M 7JU, United Kingdom
( Trustee )
Attention: TES
Banque Internationale à Luxembourg S.A., 69, route d’Esch, L-2953 Luxembourg, Grand Duchy of Luxembourg
( Paying Agent )
Attention: Transaction Execution Group
The Noteholders pursuant to the Trust Deed
Date: 17 March 2021
NOTICE OF ELECTION TO PAY CASH INTEREST
- We refer to the trust deed dated 25 January 2018 between Paladin Energy Limited ( Issuer ), the Trustee and others ( Trust Deed ).
Except where expressly otherwise provided, capitalised terms in this document have the meaning given in the Trust Deed.
- This is a notice for the purposes of Condition 2.2(d). The Issuer notifies the Trustee, Paying Agent and Noteholders that in respect of the interest period described below, for 100% of each Note, Cash Interest will be payable (and PIK Interest will not be payable).
| Relevant interest period | The interest period for which the Interest Payment Date is 31 March 2021. |
|---|---|
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Signed on behalf of Paladin Energy Limited Peter Main Director
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GLAS Trustees Limited in its capacity as trustee pursuant to the Trust Deed (as defined below) 45 Ludgate Hill, London, EC4M 7JU, United Kingdom
( Trustee )
Attention: TES
Banque Internationale à Luxembourg S.A., 69, route d’Esch, L-2953 Luxembourg, Grand Duchy of Luxembourg
( Paying Agent )
Attention: Transaction Execution Group
The Noteholders pursuant to the Trust Deed
Date: 17 March 2021
NOTICE OF ELECTION TO PAY CASH INTEREST
- We refer to the trust deed dated 25 January 2018 between Paladin Energy Limited ( Issuer ), the Trustee and others ( Trust Deed ).
Except where expressly otherwise provided, capitalised terms in this document have the meaning given in the Trust Deed.
- This is a notice for the purposes of Condition 2.2(d). The Issuer notifies the Trustee, Paying Agent and Noteholders that in respect of the interest period described below, for 100% of each Note, Cash Interest will be payable (and PIK Interest will not be payable).
| Relevant interest period | The interest period for which the Interest Payment Date is 30 September 2021. |
|---|---|
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Signed on behalf of Paladin Energy Limited Peter Main Director
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GLAS Trustees Limited in its capacity as trustee pursuant to the Trust Deed (as defined below) 45 Ludgate Hill, London, EC4M 7JU, United Kingdom
( Trustee )
Attention: TES
Banque Internationale à Luxembourg S.A.,
69, route d’Esch, L-2953 Luxembourg, Grand Duchy of Luxembourg
( Agent )
Attention: Transaction Execution Group
Date: 17 March 2021
AGENCY AGREEMENT AND TRUST DEED – NOTICE OF INTENTION TO REDEEM NOTES
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We refer to:
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(a) the agency agreement dated 25 January 2018 between Paladin Energy Limited ACN 061 681 098 (Issuer), the Trustee, the Agent and others ( Agency Agreement ); and
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(b) the trust deed dated 25 January 2018 between the Issuer, the Trustee and others ( Trust Deed ).
Except where expressly otherwise provided, capitalised terms in this document have the meaning given in the Agency Agreement.
2. This is a notice of intention for the purposes of clause 7.1 of the Agency Agreement and a notice pursuant to clause 14.1(p) of the Trust Deed. Subject to paragraph 3, the Issuer proposes to redeem the Notes on the following basis:
1
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First Proposed Redemption
| Proposed redemption date | 12 April 2021 |
|---|---|
| Proposed principal amount of Notes to be redeemed |
A to be determined portion of the principal amount of the Notes (currently expected to be between $100,000,000 and $140,000,000, as we will confirm by separate notice). |
Second Proposed Redemption
| Proposed redemption date | 16 April 2021 |
|---|---|
| Proposed principal amount of Notes to be redeemed |
The remaining principal amount of the Notes. |
3.
(a) The First Proposed Redemption referred to in paragraph 2 shall be subject to conditions precedent which may include: (i) the successful completion of the placement and the institutional component of the accelerated pro-rata non-renounceable entitlements offer to be undertaken by the Issuer in connection with the proposed redemption (as described in the announcement released by the Issuer to the Australian Securities Exchange on 17 March 2021), together with the completion of the issue of all shares to be issued upon settlement of such component of the offer; and (ii) all funds received by the Issuer in connection with such offer being available to be applied by the Issuer towards the proposed redemption and being sufficient to fund the proposed redemption.
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(b) The Second Proposed Redemption referred to in paragraph 2 shall be subject to conditions precedent which may include:
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(i) the successful completion of the retail component of the accelerated pro-rata non-renounceable entitlements offer to be undertaken by the Issuer in connection with the proposed redemption (as described in the announcement proposed to be released by the Issuer to the Australian Securities Exchange on or about 19 March 2021), together with the completion of the issue of all shares to be issued upon settlement of such component of the offer; and
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(ii) all funds received by the Issuer in connection with such offer being available to be applied by the Issuer towards the proposed redemption and being sufficient to fund the proposed redemption.
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(c) For avoidance of doubt, each of the First Proposed Redemption and the Second Proposed Redemption is proposed as at the date of this notice but may not proceed.
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Signed on behalf of Paladin Energy Limited Peter Main Director
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Signed on behalf of Paladin Energy Minerals NL Anna Sudlow Director
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Signed on behalf of NGM Resources Pty Ltd Anna Sudlow
Director
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Signed on behalf of Fusion Resources Pty Ltd Anna Sudlow
Director
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Signed on behalf of Paladin N.T. Pty Ltd Anna Sudlow Director
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Signed on behalf of Eden Creek Pty Ltd Anna Sudlow Director
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Signed on behalf of Mt Isa Uranium Pty Ltd Anna Sudlow Director
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Signed on behalf of Paladin Nuclear Limited Anna Sudlow Director
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Signed on behalf of Paladin Intellectual Property Pty Ltd Anna Sudlow Director
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Signed on behalf of Valhalla Uranium Pty Ltd Anna Sudlow
Director
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Signed on behalf of Paladin Canada Holdings (NL) Ltd Anna Sudlow
Director
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Signed on behalf of Michelin Uranium Ltd Anna Sudlow
Director
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Signed on behalf of Paladin Employee Plan Pty Ltd Anna Sudlow
Director
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Signed on behalf of PEM Malawi Pty Ltd Anna Sudlow Director