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GRIT REAL ESTATE INCOME GROUP LIMITED - Proposed LSE Listing, Distribution of Circular and Notice of General Meeting

Release Date: 09/04/2018 08:30
Code(s): GTR     PDF:  
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Proposed LSE Listing, Distribution of Circular and Notice of General Meeting

GRIT REAL ESTATE INCOME GROUP LIMITED
(previously known as Mara Delta Property Holdings Limited)
(Registered by continuation in the Republic of Mauritius)
(Registration number: C128881 C1/GBL)
SEM share code: DEL.N0000
JSE share code: GTR
ISIN: MU0473N00036
(“Grit” or “the Company”)


PROPOSED LSE LISTING, DISTRIBUTION OF CIRCULAR AND NOTICE OF GENERAL MEETING


1.     Introduction

1.1.      Shareholders of Grit (“Shareholders”) are referred to the announcement published on
          23 February 2018 and are hereby advised that the board of directors of Grit (“Board”), following
          consultation with Grit’s major Shareholders and advisers, have resolved to submit an
          application to the UK Listing Authority for the admission of Grit’s ordinary shares (“Shares”) to
          a listing on the standard listing segment of the Official List of the UK Listing Authority
          (“Standard Listing”) and to trading on the Main Market for listed securities (“Main Market”) of
          the London Stock Exchange (“LSE”) (“LSE Listing”). It is however the intention of the Board to
          apply to the UK Listing Authority for the admission of the Shares to a listing on the premium
          listing segment of the Official List of the UK Listing Authority and to trading on the Main Market
          of the LSE within a period of 12 months after the LSE Listing has been approved.

1.2.      Further information regarding the proposed LSE Listing will be contained in a prospectus
          prepared in compliance with the prospectus rules of the UK Listing Authority, which will be
          issued by Grit and placed on its website in due course.

1.3.      Following the implementation of the LSE Listing, Grit will have primary listings on the Main
          Board of the JSE Limited (“JSE”) and on the Main Market of the LSE (as a Standard Listing),
          while the primary listing of Grit on the Official Market of the Stock Exchange of Mauritius Ltd
          (“SEM”) will be termed as a secondary listing.

1.4.      For purposes of the LSE Listing, certain changes to the constitution of Grit (“Constitution”) will
          be required, as contained in the amended constitution which will be available for inspection
          (“Amended Constitution”) and as summarised in the circular to be distributed by Grit to
          Shareholders today, 9 April 2018 (“Circular”).

1.5.      In addition, Grit intends to raise additional equity funding by way of the placing and offer for
          subscription or sale from treasury of up to 250 million Shares (the “Issue”) in conjunction with
          the LSE Listing, details of which are set out in the Circular. The Issue will comprise a placing
          and a public offer in the UK. In South Africa and Mauritius, the Issue will only comprise a private
          placement and only invited investors located in South Africa and Mauritius will be entitled to
          participate.

1.6.      Grit expects to commence a series of investor meetings in London later this month, as a prelude
          to the LSE Listing and the Issue.

2.     Distribution of Circular

2.1.      The Circular incorporates a notice convening a general meeting of Shareholders (“General
          Meeting”) in order to consider and, if deemed fit, to approve the resolutions required for the
          adoption of the Amended Constitution and the implementation of the Issue.

2.2.      The Circular will also be available on the Company’s website at www.grit.group from today. In
          addition, copies of the Circular will be available for inspection, in English only, during normal
          business hours until the date of the General Meeting at the registered address of the Company
          and its company secretary and at the offices of its JSE sponsor, PSG Capital, at 1st Floor,
          Ou Kollege, 35 Kerk Street, Stellenbosch, South Africa and 2nd Floor, Building 3, 11 Alice Lane,
          Sandhurst, Sandton, South Africa.
 
3.   Notice of General Meeting

     Notice is hereby given that the General Meeting will be held at 10:00 Mauritian time (08:00 South
     African time) on Thursday, 10 May 2018 at the offices of Intercontinental Fund Services Limited,
     Level 5, Alexander House, 35 Cybercity, Ebène, 72201, Mauritius, at which meeting Shareholders
     will be requested to consider and, if deemed fit, to pass, with or without modification, the resolutions
     set out in the notice of General Meeting, as included in the Circular.

Grit currently has primary listings on both the Official Market of the SEM and the Main Board of the JSE.

By order of the Board

9 April 2018

Directors: Sandile Hopeson Nomvete (Chairperson), Bronwyn Anne Corbett (Chief Executive Officer)*,
Leon Paul van de Moortele (Chief Financial Officer)*, Peter McAllister Todd (Lead independent
Director)+, Ian Donald Macleod+, Paul Laurence Huberman+, Faith Matshepo More, Nomfundo
Nomzamo Radebe, Catherine McIlraith+ (* executive director) (+ independent non-executive director)
Company secretary: Intercontinental Fund Services Limited
Registered address: c/o Intercontinental Fund Services Limited, Level 5, Alexander House, 35
Cybercity, Ebène 72201, Mauritius
Transfer secretary (South Africa): Computershare Investor Services Proprietary Limited
Registrar and transfer agent (Mauritius): Intercontinental Secretarial Services Limited
Transaction advisor and JSE sponsor: PSG Capital Proprietary Limited
SEM authorised representative & sponsor and Mauritian transaction advisor: Perigeum Capital
Ltd

This notice is issued pursuant to the JSE Listings Requirements, SEM Listing Rule 11.3 and Rule 5(1)
of the Securities (Disclosure Obligations of Reporting Issuers) Rules 2007. The Board of the Company
accepts full responsibility for the accuracy of the information contained in this communiqué.

Date: 09/04/2018 08:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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