FOX STREET 6 (RF) LIMITED - Amendments to the Applicable Pricing Supplement - FS6A3 and FS6B1

Amendments to the Applicable Pricing Supplement - FS6A3 and FS6B1

FOX STREET 6 (RF) LIMITED

(Incorporated in the Republic of South Africa)
(Registration number: 2018/315240/06)
Issuer code: FS6
LEI No: 3789664I4EKMZMA1I668


NOTIFICATION TO ALL NOTEHOLDERS OF THE CLASSS A3 NOTES AND CLASS B1 NOTES ISSSUED BY FOX
STREET 6 (RF) LIMITED UNDER ITS ZAR5,000,000,000 RESIDENTIAL MORTGAGE BACKED SECURITIES
PROGRAMME

Pursuant to paragraph 6.56(b)(iv) of the Debt Listings Requirements, notice was given to all Noteholders
of the Class A3 Notes and Class B1 Notes (the "Notes") issued by the Fox Street 6 (RF) Limited (the "Issuer")
under its ZAR5,000,000,000 Residential Mortgage Backed Securities Programme (the "Programme"),
established pursuant to the programme memorandum dated 31 July 2018 ("the Programme
Memorandum"). The notice relates to the proposed amendments to the terms and conditions applicable
to the Applicable Pricing Supplements of each of the Notes.

The proposed amendments to the Applicable Pricing Supplements are as follows:


1     the Issuer requests that the Noteholders agree to waive the 15 Business Days' notice period required,
      in accordance with the provisions of Condition 22.5.1 of the Terms and Conditions of the Programme
      Memorandum (the "Terms and Conditions"), to be given by the Issuer and/or the Security SPV, as
      the case may be, to each Noteholder for a meeting to be held in order to approve the waiver as
      described under this item and the proposed changes and/or amendments as described in clauses
      2 to 5 below;

2     the Issuer wishes to make an application to the Issuer Regulation Division of the JSE to:


2.1      delist the Class A3 Notes and the Class B1 Notes; and



2.2      deregister the Programme Memorandum.


3     the Issuer wishes to discontinue the credit rating services provided by Global Credit Ratings Co. (Pty)
      Ltd in relation to the Class A3 Notes and the Class B1 Notes.

4     the Issuer wishes to amend the Terms and Conditions of all the Notes by amending the Applicable
      Pricing Supplements of these Notes as set out below:
4.1    by the deletion of the credit rating mentioned in item 53 (Expected rating to be assigned to this
       Tranche of Notes (if any)), and the replacement thereof with the words "The Notes will not be
       rated";

4.2    by the deletion of the credit rating agency name mentioned in item 54 (Rating Agency), and the
       replacement thereof with the abbreviation "N/A";

4.3    by the deletion of the words:


       (a)   "124 basis points per annum to be added to the Reference Rate" and the replacement
             thereof with the words "105 basis points per annum to be added to the Reference Rate", in
             item 40 (Margin/Spread for the Interest Rate) of the Applicable Pricing Supplement of the
             Class A3 Notes;

       (b)   "138 basis points per annum to be added to the relevant Reference Rate" and the
             replacement thereof with the words "125 basis points per annum to be added to the
             Reference Rate", in item 40 (Margin/Spread for the Interest Rate) of the Applicable Pricing
             Supplement of the Class B1 Notes;


4.4    by the deletion of the words:

       (a)   "144 basis points per annum to be added to the Reference Rate" and the replacement
             thereof with the words "No Step-Up Rate will be applicable with effect from the Step-Up
             Date", in item 41 (Margin/Spread for the Step-Up Rate) of the Applicable Pricing
             Supplement of the Class A3 Notes; and

       (b)   "158 basis points per annum to be added to the relevant Reference Rate" and the
             replacement thereof with the words "No Step-Up Rate will be applicable with effect from
             the Step-Up Date", in item 41 (Margin/Spread for the Step-Up Rate) of the Applicable
             Pricing Supplement of the Class B1 Notes.

5      the insertion of an additional definition under new item 64 of each Applicable Pricing Supplement
       as follows:

       (a)   "Amendment Date" [date of Noteholder's approval to be inserted].


Date: 4 December 2023
Debt Sponsor:
Investec Bank Limited
(registration number: 1969/004763/06)

Date: 04-12-2023 05:45:00
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