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MAS REAL ESTATE INC - Notice to MAS shareholders in respect of the interim dividend for the six month period ended 31 December 2014

Release Date: 13/05/2015 14:00
Code(s): MSP     PDF:  
Wrap Text
Notice to MAS shareholders in respect of the interim dividend for the six month period ended 31 December 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
JSE share code: MSP
ISIN: VGG5884M1041
(“MAS” or the “Company”)



NOTICE TO MAS SHAREHOLDERS IN RESPECT OF THE INTERIM DIVIDEND FOR THE SIX MONTH PERIOD ENDED 31 DECEMBER 2014


Introduction

As announced on 9 March 2015, a interim dividend of 1.15 euro cents per share was proposed. Shareholders are now
advised that the board of the Company has approved the interim dividend of 1.15 euro cents per share for the six
month period ended 31 December 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 1.15 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, 29 May 2015 (“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 290 602 608 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, Wednesday, 13 May 2015.

Salient dates and times

The salient dates and times of the Dividend for shareholders are set out below.

                                                                                                                       2015
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, 29 May
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, 5 June
Trading commences ex-dividend on the LuxSE and the JSE on                                                    Monday, 8 June
Record date for shareholders recorded on the European and South African share
registers on                                                                                                Friday, 12 June
Closing date for receipt of completed Cash Dividend election forms by no later than 12:00
CET on                                                                                                      Friday, 12 June
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                                                                                               Wednesday, 17 June
Announcement on the LuxSE and the JSE of the number of New Shares issued and listed  
on                                                                                                       Wednesday, 17 June
Shares can only be traded from their date of issue being                                                 Wednesday, 17 June

Share certificates may not be dematerialised or rematerialised between Monday, 8 June 2015 and Friday, 12 June
2015 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, 12 June 2015 will receive their entitlement in New Shares.
                                                                                                                  
Tax considerations

There is no withholding tax payable in the British Virgin Islands.

South African resident shareholders:

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 will not be classified as a dividend or a foreign
dividend for South African tax purposes and accordingly no South African dividends tax will be levied on the New
Shares. Shareholders should nonetheless seek independent professional tax advice. For those South African resident
shareholders receiving the Cash Dividend, such amount may be regarded as a foreign dividend and if it is, 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 is listed on the Euro MTF Market of the Luxembourg Stock Exchange and on the Main Board of the JSE.


13 May 2015

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 11 722 3069
Charl Brand, M Partners S.à r.l., Luxembourg                                     +352 263 868 602

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