24 Aug - 4 min read

Finalisation announcement

Finalisation announcement

EMIRA PROPERTY FUND LIMITED                               MAITLANTIC 10 PROPRIETARY LIMITED
Incorporated in the Republic of South Africa              Incorporated in the Republic of South Africa
(Registration number 2014/130842/06)                      (Registration number 2019/539058/07)
JSE share code: EMI ISIN: ZAE000203063
JSE Bond Company code: EMII                               CLEARANCE CANTARA MASTER FUND LTD
(Approved as a REIT by the JSE)                           Incorporated in the Cayman Islands
(“Emira” or the “Company”)                                (Registration No. MC-306182)
                                                          (collectively, the “offerors”)


FINALISATION ANNOUNCEMENT


Emira shareholders are referred to the announcements published on SENS regarding the mandatory offer by the
offerors to acquire all of the Emira shares not already held by the offerors, their holding companies or their holding
companies’ other subsidiaries, for an offer consideration of R9.15 per Emira ordinary share (the “mandatory offer”),
the last of which was released on SENS on 21 June 2021.

The offerors are pleased to announce that all outstanding conditions precedent to the mandatory offer have been
fulfilled and the offer is now wholly unconditional. Accordingly, the Takeover Regulation Panel has issued a
compliance certificate in terms of section 119(4) of the Companies Act.

On 18 August 2021 Emira announced that a final gross dividend of 66.65 cents per Emira share for the six months
ended 30 June 2021 had been declared, payable to the registered shareholders of Emira on Monday, 13 September
2021. The last day to trade in Emira shares “cum” dividend is Tuesday, 7 September 2021.

Accordingly, any Emira shareholders who accept the mandatory offer on or after Wednesday, 8 September 2021
(being the date on which Emira shares trade “ex” dividend) will receive the final gross dividend of 66.65 cents per
Emira share on Monday, 13 September 2021 and will still be entitled to receive the full offer consideration of R9.15
per Emira share in terms of the mandatory offer.

The salient dates and times relating to the mandatory offer are detailed below.

                                                                                                               2021

Last day to trade in Emira shares in order to participate in the mandatory offer              Tuesday, 14 September

Emira shares trade “ex” the mandatory offer                                                 Wednesday, 15 September

Record date on which Emira shareholders must hold Emira shares in order to
accept the mandatory offer                                                                     Friday, 17 September

Mandatory offer closes at 12:00 on                                                             Friday, 17 September

Results of mandatory offer to be announced on SENS                                             Monday, 20 September

Last date on which the mandatory offer consideration will be credited to
dematerialised shareholders who validly accept the mandatory offer’s account
with the relevant CSDP or broker                                                               Monday, 20 September

Last date on which the mandatory offer consideration posted to certificated
shareholders who validly accept the mandatory offer                                            Monday, 20 September

Results of mandatory offer to be published in the press                                       Tuesday, 21 September


Notes:
1.   All dates and times indicated above are South African dates and times.
2.   In the case of Emira shareholders who have accepted the mandatory offer and who have surrendered their documents of title, payment of
     the mandatory offer consideration will be deposited directly into each such Emira shareholder’s bank account, which an Emira shareholder
     must instruct in writing, at the risk of the Emira shareholder concerned.
3.   In the case of Emira shareholders whose Emira shares are held by their CSDPs or brokers as nominee, payment of the mandatory offer
     consideration will be made by crediting their accounts at the CSDP or broker, as the case may be, in accordance with the custody agreement
     governing the relationship between the Emira shareholder and the CSDP or broker concerned.
4.   Emira shareholders should note that acceptance of the mandatory offer will be irrevocable.
5.   The mandatory offer consideration will be settled in cash, within six business days of acceptance of the mandatory offer.

Acceptances of the mandatory offer may have an impact on a shareholder’s personal tax position in relation thereto.
Accordingly, Emira shareholders should seek the advice of their tax advisors in this regard.

OFFERORS’ RESPONSIBILITY STATEMENT

The offerors, to the extent that the information relates directly to the offerors:

-      accept responsibility for the information contained in this announcement;
-      confirm that to the best of their knowledge and belief, the information contained in this announcement is true
       and correct; and
-      confirm that this announcement does not omit anything likely to affect the importance of the information
       contained in it.

24 August 2021


Corporate advisor to the offerors                                          Legal advisor to the offerors
Java Capital                                                               ENS Africa
Date: 24-08-2021 07:15:00
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