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General SENS Submitter Company - DISCLOSURE OF THE ACQUISITION OF A BENEFICIAL INTEREST IN ORDINARY SHARES IN METROFILE HOLDINGS LIMITED

Release Date: 04/11/2025 12:30
Code(s): GSSC     PDF:  
Wrap Text
DISCLOSURE OF THE ACQUISITION OF A BENEFICIAL INTEREST IN ORDINARY SHARES IN METROFILE HOLDINGS LIMITED

Mango Holding Corp.
(Incorporated in accordance with the laws of the State of Delaware)
(File number 10189438)
("HoldCo")

DISCLOSURE OF THE ACQUISITION OF A BENEFICIAL INTEREST IN ORDINARY
SHARES IN METROFILE HOLDINGS LIMITED

Reference is made to the joint firm intention announcement by Metrofile Holdings Limited
("Metrofile") and Main Street 2093 (RF) Proprietary Limited published on the Stock Exchange
News Service operated by the JSE Limited on 17 September 2025 ("FIA").

Unless otherwise defined herein, capitalised terms used in this announcement will have the
meanings ascribed thereto in the FIA.

In accordance with regulation 98(3) of the Companies Regulations, 2011, HoldCo hereby
confirms that it has delivered a notice to the Takeover Regulation Panel ("TRP"), in the
prescribed form, in terms of which HoldCo has notified the TRP that:

   -   HoldCo has acquired an additional 0.85% of the issued ordinary shares in Metrofile
       ("Shares") pursuant to pursuant to an arm's length total return swap arrangement
       between HoldCo and The Standard Bank of South Africa Limited (acting through its
       Corporate and Investment Banking division) ("SBSA"), ("TRS");

   -   the Shares subject to the TRS were purchased by SBSA at a price below the Offer
       Consideration; and

   -   in terms of the TRS, HoldCo will acquire these Shares from SBSA upon maturity of the
       TRS, unless the Scheme is implemented prior to the maturity date of the TRS, in which
       event SBSA will dispose of these Shares under the Scheme.

The board of directors of HoldCo accepts responsibility for the information contained in this
announcement and, to the best of their knowledge and belief, such information is true and
does not omit anything likely to affect the importance of such information contained herein.


Johannesburg

4 November 2025

Attorneys
Webber Wentzel

Date: 04-11-2025 12:30:00
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