COMAIR LIMITED - Business Rescue Practitioners Outline Plan

Business Rescue Practitioners Outline Plan

Comair Limited
(Incorporated in the Republic of South Africa)
(Registration Number: 1967/006783/06)
ISIN: ZAE00002983
Share Code: COM
("Comair" or "the Company")

BUSINESS RESCUE PRACTITIONERS OUTLINE PLAN

Shareholders are advised that Comair is unlikely to start operating again before November
2020, notwithstanding the easing of restrictions on air travel as the airline requires a
substantial cash injection, the Company's business rescue practitioners have told creditors
and employee representatives.

The aircraft are currently in a preservation programme to ensure that they are ready to fly
again, the resumption of operations now would however require , securing fuel suppliers and
covering numerous other costs which the airline would not be able to meet without a
significant cash injection.

The business rescue practitioners confirmed they were in discussions with funders to
recapitalise the airline in order to resume domestic passenger operations by 1 November
2020. Over 30 potential funders had been contacted and six are progressing discussions.

Other facets of the business rescue plan included the rationalisation of the current fleet from
27 aircraft, including the grounded Boeing 737 MAX8, to 13 737-800s and three spare 737-
400s.

The business rescue practitioners had consulted extensively, both in South Africa and
abroad, and it was considered that a downsized fleet would be more in keeping with what
the Company could afford to operate and demand for air travel post the Covid-19 crisis.

Shaun Collyer, one of the business rescue practitioners, said that employees had been
placed on unpaid leave and retrenchment proceedings are continuing under the auspices of
the CCMA.

"This unfortunate hardship has been imposed on Comair employees as a consequence of
the Covid-19 lockdown and State-of-Disaster Act."

Comair would focus on its airline business and discussions had commenced with parties
interested in acquiring certain operating assets as going concerns.

Creditors would be paid according to the probable liquidation dividend determined in
accordance with the provisions of the Companies Act through:
- The sale of non-core assets;
- Any equity capital raised and/ or;
- The issuing of shares.

The target date for this is 31 October 2020.

In terms of the restructuring plan, it is likely that the existing shareholder base will be
substantially diluted.

The business rescue practitioners intend to have substantially implemented the plan by 31
March 2021, at which point the Company will be handed back to the board of directors and
management.

Bonaero Park
2 June 2020

Sponsor
PSG Capital




IMPORTANT NOTICE TO FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS

FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS IN COMAIR LIMITED ("COMAIR") SHOULD
NOTE THAT, IN ORDER TO ENABLE COMAIR (AS A LICENSED AIR SERVICES OPERATOR IN SOUTH
AFRICA) TO REMAIN COMPLIANT WITH THE FOREIGN OWNERSHIP RESTRICTION CONTAINED
SECTIONS 16(4)(c) AND 19(a) OF THE AIR SERVICES LICENSING ACT, NO. 115 OF 1990, THE VOTING
RIGHTS OF FOREIGN SHAREHOLDERS MAY BE DECREASED PROPORTIONATELY SUCH THAT THE
VOTING RIGHTS OF FOREIGN SHAREHOLDERS DO NOT, IN AGGREGATE, EXCEED 24.99%. FOREIGN
SHAREHOLDERS AND PROSPECTIVE INVESTORS ARE REFERRED TO THE COMAIR'S MEMORANDUM
OF INCORPORATION AND WEBSITE (www.comair.co.za) FOR FURTHER DETAILS. IF FOREIGN
SHAREHOLDERS OR PROSPECTIVE INVESTORS ARE IN ANY DOUBT AS TO WHAT ACTION TO TAKE
THEY SHOULD SEEK ADVICE FROM THEIR BROKER, ATTORNEY OR OTHER PROFESSIONAL ADVISER.

Date: 02-06-2020 03:33:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.