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METAIR INVESTMENTS LIMITED - Closing of the MTO Transaction

Release Date: 12/03/2014 12:57
Code(s): MTA     PDF:  
Wrap Text
Closing of the MTO Transaction

Metair Investments Limited
(Incorporated in the Republic of South Africa)
Registration number 1948/031013/06
Share code: MTA
ISIN: ZAE000090692
(“Metair”)

CLOSING OF THE MTO TRANSACTION

Shareholders of Metair (“Shareholders”) are referred to the following announcements
released on the Stock Exchange News Service (“SENS”) on:

    -   19 December 2013 pertaining to Metair’s application (acting through its subsidiary
        Metair Aku Holding A.S), in terms of Turkish regulations, to the Capital Markets
        Board of Turkey (“CMB”) in respect of a mandatory tender offer (“MTO”) to the
        minority shareholders of Mutlu Aku ve Malzemeleri Sanayii Anonim Sirketi ("Mutlu
        Aku") (“MTO Transaction”);
    -   10 February 2014 pertaining to the CMB’s approval of the MTO Transaction;
    -   12 February 2014 pertaining to Metair’s launch of the MTO Transaction; and
    -   19 February, 26 February and 5 March 2014 providing Shareholders with updates
        regarding the progress of the MTO.

Shareholders are hereby notified that:

    -   following the most recent SENS announcement of 5 March 2014, there has been
        an incremental uptake of TL 2,936,473.00 of the nominal share capital of Mutlu
        Aku which constitutes an increase of 5.18% of the total outstanding share
        capital;
    -   after being open for acceptances for a period of twenty business days, the MTO
        closed yesterday, 11 March 2014;
    -   during the period of the MTO, acceptances were received from minority
        shareholders of Mutlu Aku holding 21.43% of the total outstanding share capital,
        representing 85.72% of the total shares in Mutlu Aku not held by Metair at the
        commencement of the MTO; and
    -   following the close of the MTO, Metair’s equity interest in Mutlu Aku has
        increased to 96.43%.

Johannesburg
12 March 2014

Financial advisor to Metair: Absa Bank Limited (acting through its Corporate and Investment Banking
Division) and Barclays Bank PLC (acting through its investment bank)
Sole bookrunner, sole debt advisor and transaction sponsor to Metair: Absa Bank Limited (acting
through its Corporate and Investment Banking Division)
Independent Sponsor to Metair: One Capital
South African corporate law advisors to Metair: Taback and Associates (Pty) Ltd
Independent reporting accountants: PricewaterhouseCoopers Inc.
Turkish legal advisors to Metair: Taboglu & Demirhan Attorneys at Law
Legal advisors to Absa Bank Limited and Barclays Bank PLC: Bowman Gilfillan Inc.

Date: 12/03/2014 12:57:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
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