OREANDA-NEWS. Brunswick Rail Finance Limited (the "Issuer") formally announces today that it has successfully concluded its consent solicitation (the "Consent Solicitation") with respect to its U.S.$600,000,000 6.50 per cent. Guaranteed Notes due 2017 (the "Notes", and the holders of such Notes, the "Noteholders") (of which U.S.$600,000,000 is currently outstanding) (Regulation S Global Note ISIN: XS0850393264; Regulation S Global Note Common Code: 085039326; Rule 144A Global Note ISIN: US117381AA17; Rule 144A Global Note Common Code: 085043188; Rule 144A Global Note CUSIP: 117381AA1).

The Issuer launched the Consent Solicitation on 19 February 2016 to, among other things, seek an amendment to Condition 9(e) (Events of Default) and Condition 21 (Definitions) of the terms and conditions of the Notes set out in Schedule 3 (Terms and Conditions of the Notes) of the trust deed dated 1 November 2012 between the Issuer and Citibank, N.A., London Branch as trustee, as described below (the "Amendments") for approval by an extraordinary resolution (the "Extraordinary Resolution") at a meeting of Noteholders (the "Meeting") as was set out in a consent solicitation memorandum dated 19 February 2016.

At the duly convened and quorate Meeting on 16 March 2016, the Extraordinary Resolution proposed at the Meeting, adopting the Amendments, was duly passed. The Extraordinary Resolution approved the following:

(i)         the insertion of the words in bold and underlined below into Condition 9(e) (Events of Default) so that Condition 9(e) (Events of Default) will read:

"the Issuer, any Guarantor or any Restricted Subsidiary is unable or admits inability to pay its debts as they fall due, generally suspends making payments on any of its debts or, by reason of actual or anticipated financial difficulties, commences negotiations with its creditors generally with a view to a general rescheduling any of its Indebtedness (other than any such negotiations with all or any of the creditors of the Issuer or the Guarantors or their representatives at any time prior to the Condition 9(e) Termination Date including, without limitation, any commencement or alleged commencement of any such negotiations prior to the date, being 16 March 2016, on which the Extraordinary Resolution approving the modification to Condition 9(e) by the insertion of this language in parentheses is passed); and/or a moratorium is declared in respect of any Indebtedness of any of the Issuer, any Guarantor or any Restricted Subsidiary; or"; and

(ii)       the insertion of the following definition into Condition 21 (Definitions) in correct alphabetical order:

"Condition 9(e) Termination Date means the date specified in a written notice to the Issuer by the Trustee, acting upon the instructions in writing of Noteholders holding not less than U.S.$250,000,000 in principal amount of the Notes then outstanding (which instructions shall be conclusive and binding on all parties and all the Noteholders);".

The Issuer and the Trustee will shortly enter into a supplemental trust deed to give effect to the Amendments.

The Amendments will provide a stable platform for discussions with creditors of the Issuer and/or the Guarantors for a certain period of time, which period can be terminated by the giving of written notice by Noteholders holding in the aggregate at least U.S.$250,000,000 in principal amount of the Notes then outstanding.

With respect to the Consent Solicitation, Lucid Issuer Services Limited has acted as the Information and Tabulation Agent.