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MAS REAL ESTATE INC - Agreement concluded for acquisition of shares in Karoo I and Karoo II Funds

Release Date: 20/11/2013 17:30
Code(s): MSP     PDF:  
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Agreement concluded for acquisition of shares in Karoo I and Karoo II Funds

MAS Real Estate Inc.
(formerly MAS plc)
Registered in the British Virgin Islands
Registration number 1750199
Registered as an external company in the Republic of South Africa
Registration number 2010/000338/10
SEDOL (XLUX): B96VLJ5
SEDOL (ALTX): B96TSD2
JSE share code: MSP
ISIN: VGG5884M1041
(“MAS” or the “Company”)


AGREEMENT CONCLUDED FOR ACQUISITION OF SHARES IN KAROO INVESTMENT FUND


Shareholders are referred to the Company’s announcement of 3 October 2013 (the “Previous
Announcement”) and are advised that MAS has now concluded a formal agreement, effective 18 November
2013, with Attacq Limited (“Attacq”) in terms of which MAS has agreed to acquire Attacq’s shareholding in
Karoo Investment Fund S.C.A SICAV-SIF (“Karoo I”) (the "Acquisition"), as detailed in the Previous
Announcement. Subsequent to the Previous Announcement, Karoo I has merged with Karoo Investment
Fund II S.C.A SICAV-SIF (“Karoo II”) through Karoo I acquiring all of the issued shares of Karoo II.

The initial purchase price of the Acquisition is set at EUR 34 199 730,59 (the "Transaction Price") (subject
to the adjustment mechanism set out in the Previous Announcement to calculate the Realised Price as
defined therein) and will be settled through the issuance of 31 962 365 new shares in MAS (the
“Consideration Shares”).

The Acquisition including the issue and listing of the Consideration Shares is subject to the receipt of
approvals from the LuxSE and the JSE, to the extent required.

Following the issue of the Consideration Shares, it is expected that Attacq will hold 47,2% of the issued
share capital of MAS.

Listing Particulars will be issued in due course in respect of the Acquisition. These are required under the
LuxSE Listing Rules as the number of Consideration Shares being issued by MAS is greater than 10% of
the total number of MAS shares presently in issue.

TOTAL SHARES IN ISSUE
On full implementation of the Acquisition and following the issue of the Consideration Shares, MAS will
have 104 158 624 shares in issue.

MAS has its primary listing on the Euro MTF Market of the Luxembourg Stock Exchange and a secondary
listing on the Alternative Exchange of the JSE.


20 November 2013
For further information please contact:
Helen Cullen, Company Secretary, MAS Real Estate Inc. +44 1624 625000
Java Capital, JSE Sponsor                             +27 11 2830042
Charl Brand, M Partners, Luxembourg                   +352 263868602

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