ATTACQ LIMITED - Part-disposal of Attacqs shareholding in MAS Real Estate Inc.

Part-disposal of Attacq’s shareholding in MAS Real Estate Inc.

ATTACQ LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/000543/06)
JSE share code: ATT ISIN: ZAE000177218
(Approved as a REIT by the JSE)
(“Attacq”)


PART-DISPOSAL OF ATTACQ’S SHAREHOLDING IN MAS REAL ESTATE INC.


INTRODUCTION AND RATIONALE
Shareholders are advised that AIM Investco Proprietary Limited (“AIM Investco”) has entered into a sale of shares
agreement (the “sale agreement”) to dispose of 41 666 667 shares (the “sale shares”) in the share capital of MAS Real
Estate Inc. (“MAS”) for a total consideration of R500 000 004 (the “disposal”). AIM Investco is a wholly-owned indirect
subsidiary of Attacq and the holder of the Attacq group’s shareholding in MAS.

MAS is an internally managed property investor and operator focused on retail properties in Central and Eastern Europe.
The acquiror is BPESA V MAS Limited, (“BPESA” or the “Purchaser”) a special purpose vehicle incorporated to house
a strategic investment in MAS. BPESA is ultimately owned by the Mary Oppenheimer family interests. BPESA is advised
by Stockdale Street Proprietary Limited.

The disposal is part of Attacq’s stated intention of reducing its overall debt levels and improving its interest cover ratio.
The proceeds will be used to reduce Attacq’s debt and fund upcoming development opportunities. Following the disposal,
Attacq’s remaining shareholding in MAS will be 105 151 584 shares representing 14.8% of MAS’ issued share capital.
Attacq supports MAS’ stated strategy and intends holding its remaining MAS shares in order to derive long-term total
returns therefrom.

SALIENT TERMS OF THE DISPOSAL
The disposal will be effected by an off-market block trade on or before 20 January 2021. The consideration, payable in
cash, represents a disposal price of R12.00 per MAS share, prior to costs, which is a 2.1% discount to the closing spot price
of R12.26 as at 23 December 2020 (being the date prior to the conclusion of the sale agreement) and an 11.7% premium to
the 30-day volume weighted average share price on the same date.

BPESA I V Limited, a company related to the Purchaser, has provided AIM Investco with a guarantee in respect of the
Purchaser’s obligations in terms of the sale agreement.

The transaction is not subject to any conditions precedent and the sale agreement contains undertakings and warranties that
are customary for a transaction of this nature.

FINANCIAL INFORMATION
As at 30 June 2020, the value of Attacq’s total investment in MAS, being the equity accounted value impaired to the year-
end closing MAS share price less costs of disposal, was c.R1.916 billion (at an exchange rate of €1:00 to ZAR19.45, being
the spot rate on 30 June 2020).

The net asset value of the sale shares is accordingly, c.R543.7 million. The information has been extracted from Attacq’s
audited annual financial statements for the year ended 30 June 2020 which were prepared in terms of Attacq’s accounting
policies and International Financial Reporting Standards (“IFRS”).

The following profitability metrics are attributable to MAS, as extracted from MAS’s audited annual financial statements
for the year ended 30 June 2020, prepared in terms of IFRS:

                                                Euro cents
 Dividend per share                                  4.24
 Loss per share                                     (3.19)
 Gross headline earnings per share                   1.86

CATEGORISATION
The transaction is categorised as a Category 2 transaction in terms of the JSE Listings Requirements and accordingly does
not require the approval of Attacq shareholders.

28 December 2020

Sponsor
Java Capital

Date: 28-12-2020 07:30:00
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