Item 1.01. Entry into a Material Definitive Agreement



On November 15, 2022, Standard Bank of South Africa Limited (the "Bank") and MiX
Telematics Limited (the "Company") concluded the second amendment (the "Second
Amendment") to the facility letter, dated February 21, 2018 (the "Facility
Letter"), as amended on January 24, 2020 (the "First Amendment").

The Second Amendment entitles the Company to utilize a maximum amount of R70 000
000.00 (seventy million Rand) of the Maximum Aggregate Limit of the Working
Capital Facility in the form of a customer foreign currency account overdraft
facility (the "CFC Overdraft Facility"). All other facilities under the Facility
Letter were replaced by the CFC Overdraft Facility. The CFC Overdraft Facility
has no fixed renewal date and is repayable on demand. The CFC Overdraft Facility
bears interest at the
Bank's Prime rate less 1.2% per annum.

On November 19, 2022, in connection with the Second Amendment, the Bank issued a
security release letter (the "Security Release Letter") which terminated the
suretyship and cession of claims agreement, dated on or about March 7, 2013 (the
"Original Suretyship Agreement"), which secured the Company's indebtedness to
the Bank and provided for the cession of certain claims to the Bank. The
Security Release Letter provides that the Original Suretyship Agreement, signed
by the Company and its subsidiaries, MiX Telematics Africa and MiX Telematics
International Proprietary Limited ("MiX Telematics International"), is to be
replaced by a new suretyship agreement (in a form and substance acceptable to
the Bank), to be signed by the Company and MiX Telematics International
(collectively, the "MiX Telematics Parties"). The Security Release Letter also
provides that the Bank's claims to any security furnished by the MiX Telematics
Parties under the Original Suretyship Agreement would be released once the new
suretyship agreement was entered into.

On November 15, 2022, in connection with the Security Release Letter, the Bank
and the MiX Telematics Parties concluded the new suretyship agreement (the
"Replacement Suretyship Agreement") which, among other things, binds the MiX
Telematics Parties as sureties and co-principal debtors for the payment, when
due, of all the present and future debts of any kind of the MiX Telematics
Parties to the Bank.

The foregoing summaries of the Second Amendment, the Security Release Letter,
and the Replacement Suretyship Agreement are qualified in their entirety by
reference to the documents attached hereto as Exhibits 10.1, 10.2, and 10.3,
respectively, and incorporated by reference herein. Capitalized terms not
otherwise defined in this section shall have the meaning given to them in the
Facility Letter, the First Amendment, the Second Amendment, the Security Release
Letter and the Replacement Suretyship Agreement, as applicable.


Item 1.02. Termination of a Material Definitive Agreement

The information set forth under Item 1.01 of this Current Report on Form 8-K with respect to the termination of the Original Suretyship Agreement is incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.               Description of Exhibit
             10.1           Second Amendment to the Facility Letter     

between the Company and the


                          Bank, as lender.
             10.2           Security Release Letter relating to the

Facility Letter by and


                          be    tween     the Company, MiX Telematics 

Africa, MiX Telematics


                          International, and the Bank.
             10.3           Suretyship Agreement relating to the Facility Letter     by and among the
                          MiX Telematics Parties and the Bank.




                                       2

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses