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Announcement relating to refinancing of debt facilities
Channel VAS Investments Limited
(Incorporated under the laws of the British Virgin Islands)
(Company number: 1750790)
JSE share code: OPA
ISIN code: VGG2072E1016
("Optasia" or the "Company")
ANNOUNCEMENT RELATING TO REFINANCING OF DEBT FACILITIES
The Company is pleased to announce the successful closure of syndicated financing facility to refinance
its existing debt and support future growth initiatives.
The new syndicate financing facility amounting to USD330 million with a tenor of 3 years, consists of term
facility of USD180 million and working capital facility (bank guarantee line) of USD150 million. The new
facility limits (effective 8 April 2026) represent an increase of USD105 million from the previous facility limits
of USD120 million term loan facility and working capital facility (bank guarantee line) of USD105 million
("the Refinancing Transaction"). This transaction enhances the Company's liquidity position, extends its
debt maturity profile, and optimizes its overall cost of funding.
The syndicate financing solution was led by Rand Merchant Bank South Africa ("RMB") and The Standard
Bank of South Africa Limited ("Standard Bank") as lead arrangers and underwriters. The syndicate facility
pool was participated in by RMB, Standard Bank, NedBank Limited and ABSA Bank Limited.
The Refinancing Transaction underscores the strong confidence of the lending group in Optasia's financial
performance, strategic direction, and long-term growth prospects.
The proceeds from the Refinancing Transaction will be utilized to refinance the existing indebtedness and
provide additional capital to support ongoing expansion, investment opportunities, and general corporate
purposes.
Mariusz Dabrowksi, Optasia Group CFO, commented:
"We are delighted to have successfully closed this transaction, which reflects the continued support of our
banking partners. The enhanced facility provides us with increased financial flexibility and positions the
Company well to execute on its strategic priorities."
Optasia remains committed to maintaining a disciplined financial strategy while pursuing sustainable growth
and value creation for its stakeholders.
Small related party transaction
FirstRand Limited ("FirstRand") is a material shareholder in Optasia and RMB (a division of FirstRand), is
deemed to be an associate of FirstRand, as defined in the Listings Requirements of the JSE Limited ("JSE").
Accordingly, in respect of the Refinancing Transaction and the increase in the existing financing
arrangements, RMB's contribution to the increased commitment in the syndicate is USD35,000,000
(ZAR590,450,000).
The Refinancing Transaction was concluded at arm's length and is subject to normal commercial terms.
Accordingly, in terms of the Listings Requirements of the JSE, the amendment to the existing funding
arrangement with RMB would be deemed to be a small related party transaction due to the funding being
secured. The security package includes security over certain movable assets which is standard for an
arrangement of this nature.
Accordingly, the following information is disclosed:
i. Salient terms of the Refinancing Transaction
Term Facility
Facility Type: Term Facility consisting of Term Loan and Revolving Credit Loan
Facility Size: Term Loan of USD150 million and Revolving Credit Loan of USD30 million. Increment
of USD60 million under the Refinancing Transaction of which RMB's contribution to the incremental
commitment portion is USD15 million
Tenor: 3 Years
Pricing: SOFR + Margin of 5.5%
Working Capital Facility (Bank Guarantee line)
Working Capital facility line of USD 150 million. Increment of USD 45 million under the Refinancing
transaction of which RMBs contribution to the incremental commitment portion is USD20 million
ii. Independent Directors' Statement
The Company followed an objective process in respect of the Refinancing Transaction and ensured
that there was no undue influence by FirstRand in respect of the outcome.
The Independent Directors of the Company furthermore considered the terms of the Refinancing
Transaction and confirm that:
• the terms of the Refinancing Transaction were concluded on an arm's length basis in the
ordinary course of business and on normal commercial terms which are standard for an
agreement of this nature; and
• the Refinancing Transaction is fair to shareholders of the Company, excluding the related
party and its associates.
In reaching this conclusion, the Independent Directors took into account, inter alia, comparable
market pricing and the underlying commercial rationale. It furthermore took comfort that the terms
agreed were aligned across the syndicate pool.
iii. Availability of the Refinancing Transaction agreement
In accordance with paragraph 9.3(a) of the Listings Requirements, the agreement relating to the
Refinancing Transaction will be available for inspection for a period of 14 days from the date of this
announcement at the Company's registered office at Office No 806, Cluster N, Jumeirah Lake
Towers, Dubai, United Arab Emirates, or electronically upon request directed to IR@optasia.com.
Johannesburg
10 April 2026
Sponsor
The Standard Bank of South Africa Limited
Date: 10-04-2026 07:30:00
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