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Notice to MAS shareholders in respect of the final dividend for the sixteen month period ended 30 June 2014
MAS Real Estate Inc.
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”)
NOTICE TO MAS SHAREHOLDERS IN RESPECT OF THE FINAL DIVIDEND FOR THE SIXTEEN MONTH PERIOD ENDED 30 JUNE 2014
Introduction
As announced on 18 August 2014, a final dividend of 1.24 euro cents per share was proposed. Shareholders are now
advised that the board of the Company has approved the final dividend of 1.24 euro cents per share for the sixteen
month period ended 30 June 2014 (the “Dividend”). The Dividend will be paid to those entitled to it by way of an issue
of new ordinary shares of no par value in MAS (“New Shares”) credited as fully paid, except for those shareholders
who elect to receive the Dividend by way of a cash payment in lieu of New Shares (the “Cash Dividend”). The number
of New Shares to which shareholders are entitled will be determined with reference to the ratio that 1.24 euro cents
per share bears to the ratio price (being a five percent discount to the five-day volume weighted average price of MAS
shares on the JSE prior to the finalisation date being Friday, 31 October 2014 (“Ratio Price”)). For shareholders on
the South African share register, the euro to rand conversion rate for the calculation of the rand equivalent dividend
amount will be included in the finalisation announcement. The New Shares will rank pari passu in all respects with the
existing shares in the Company.
The rationale for the issue of New Shares is to afford shareholders the opportunity to increase their shareholding in
the Company and retain the Company’s flexibility on cash resources. In line with the Company’s policy, the Dividend is
funded out of adjusted core income.
As at the date of this announcement, the Company has 289 235 325 ordinary, no par value shares in issue.
A notice to MAS shareholders in respect of the Dividend together with accompanying election forms, has been posted
to shareholders today, Friday, 24 October 2014.
Salient dates and times
The salient dates and times of the Dividend for shareholders on the European share register and shareholders on the
South African share register are set out below.
2014
Announcement of finalisation information including the euro to rand conversion rate and
Ratio Price (relevant to shareholders on the South African share register only) on Friday, 31 October
Last day to trade on the Luxembourg Stock Exchange (“LuxSE”) and the JSE in order to
be eligible for receipt of the Dividend on Friday, 7 November
Trading commences ex-dividend on the LuxSE and the JSE on Monday, 10 November
Record date for shareholders recorded on the European and South African share
registers on Friday, 14 November
Closing date for receipt of completed Cash Dividend election forms by no later than 12:00
CET on Friday, 14 November
Share certificates and dividend cheques posted, CREST/CSDP/broker accounts
credited/updated, payment of the Cash Dividend and listing of New Shares on the LuxSE
and JSE on Friday, 21 November
Announcement on the LuxSE and the JSE of the number of New Shares issued and listed
on Friday, 21 November
Share certificates may not be dematerialised or rematerialised between Monday, 10 November 2014 and Friday, 14
November 2014, both days included and transfers between the European and South African share registers may not
take place during that period.
Dematerialised shareholders should not trade their share entitlements until the shares have been updated to their
account with their CSDP or broker.
Shareholders who do not send a duly completed Cash Dividend election form to the Company for receipt by it before
12:00 CET on Friday, 14 November 2014 will receive their entitlement in New Shares.
Tax considerations
There is no withholding tax payable in the British Virgin Islands.
South African resident shareholders:
As the Company is not a South African registered company, it does not have any STC credits.
The issue of New Shares or the Cash Dividend may have tax implications for shareholders.
The receipt of New Shares by South African resident shareholders should not be classified as a dividend or a foreign
dividend for South African tax purposes and accordingly South African dividends tax should not be levied on the New
Shares. However, the legislation in this regard is complex and its implementation is currently uncertain. Accordingly,
shareholders should seek independent professional tax advice. For those South African resident shareholders
receiving the Cash Dividend, such amount will be regarded as a foreign dividend but may be subject to South African
dividends tax at a rate of 15%, unless an exemption as set out in the South African Income Tax legislation applies.
Shareholders residing outside South Africa
The issue of New Shares or the Cash Dividend may have legal or tax implications for shareholders residing outside of
South Africa and such shareholders are advised to obtain appropriate advice from their professional advisers in this
regard.
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.
24 October 2014
For further information please contact:
Helen Cullen, Company Secretary, MAS Real Estate Inc. +44 1624 625000
Java Capital, South African corporate advisor and JSE Sponsor +27 11 2830042
Charl Brand, M Partners S.à r.l., Luxembourg +352 263 868 602
Date: 24/10/2014 11:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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