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ATTACQ LIMITED - Placement to fund acquisition of MAS shares

Release Date: 25/02/2014 09:52
Code(s): ATT     PDF:  
Wrap Text
Placement to fund acquisition of MAS shares

ATTACQ LIMITED
(previously Atterbury Investment Holdings Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1997/000543/06)
JSE share code: ATT ISIN: ZAE000177218
(“Attacq”)

PLACEMENT TO FUND ACQUISITION OF MAS SHARES

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO

INTRODUCTION

Attacq announces the launch of an accelerated offering of new Attacq shares to raise approximately R900 million, subject to pricing
acceptable to Attacq (“the placement”).

BACKGROUND TO THE PLACEMENT AND USE OF PROCEEDS

MAS Real Estate Inc. (“MAS”), which has a primary listing on the Euro-MTF Market of the Luxembourg Stock Exchange and a
secondary listing on the JSE’s Alternative Exchange, is undertaking a private placement of its shares at an issue price of R15.75 per
share to existing and new shareholders, as set out in its private placement memorandum (“PPM”) issued on 10 February 2014 and
various announcements.

In its announcement of 21 February 2014, MAS advised that: “Given the high levels of interest, the MAS management team is
continuing to meet and engage with key shareholders and potential new investors and is working to finalise the amount by which to
increase the number of new shares to be offered and therefore the amount of capital to be raised in terms of the private placement.”

Attacq currently owns 47.3% of MAS’ issued share capital and intends to subscribe for its pro rata portion of the MAS private
placement shares, pursuant to its pre-emptive right under the articles of association of MAS. Attacq intends funding its pro rata
participation through the placement launched by this announcement.

DETAILS OF THE PLACEMENT

The placement is being conducted in terms of and subject to the limits of the JSE Listings Requirements relating to vendor
consideration placements and the company’s existing authority to issue shares as approved at its annual general meeting on 24
January 2014.

The placement will be offered to qualifying investors only through an accelerated book build process. The placement opens
immediately and is expected to close today. Pricing and allocations will be announced as soon as practical following the closing of the
book.

Java Capital is acting as sole bookrunner for the placement.

25 February 2014


Bookrunner, corporate advisor and JSE sponsor

Java Capital


Carl Esterhuysen

attacq@javacapital.co.za

Tel: (011) 283 0050

This announcement is not for publication or distribution or release, directly or indirectly, in the United States of America (including
its territories and possessions, any state of the United States and the District of Columbia).

This announcement does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in the
United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the United
States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold, directly or indirectly, in the United
States, absent registration or an exemption from, or transaction not subject to, the registration requirements of the Securities Act. No
public offering of securities is being made in the United States. This announcement does not and is not intended to constitute an offer
to the public in South Africa in terms of the South African Companies Act 71 of 2008 (as amended). Neither this announcement nor
any copy of it may be taken, transmitted or distributed, directly or indirectly in or into the United States, Canada, Australia or Japan.

This announcement is for information purposes only and in member states of the European Economic Area (other than the United
Kingdom) is directed only at persons who are qualified investors (as defined in article 2(1)(e) of EU directive 2003/71/EC (the
“Prospectus Directive”) and the relevant implementing rules and regulations adopted by each Member State). In the United
Kingdom, this announcement is directed only at the following persons: investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); and high net worth entities, and other
persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order.

This announcement has been issued by and is the sole responsibility of Attacq. No representation or warranty express or implied, is or
will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Java Capital or by any of their
respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral
information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly
disclaimed.

Date: 25/02/2014 09:52:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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