MASA Masawara

The Group finalised the disposal of the two investment properties that were classified as held for sale at 31 December 2014 in January and March 2015, refer to Note 34. The loss on disposal of the two properties amounted to $35,000.

Delisting of TA Holdings Limited "TA Holdings"

The Zimbabwe Stock Exchange ("ZSE") and Securities and Exchange Commission in Zimbabwe approved the delisting of TA Holdings from the ZSE with effect from 12 February 2015.

Issue of warrants

The aggregate purchase consideration payable to TA Holdings shareholders is being funded through a combination of Masawara's internal resources and third party debt. Masawara Holdings Mauritius Limited ("MHML") (the wholly owned subsidiary of Masawara Plc through which the acquisition of TA shares was made) has, pursuant to the terms of a subscription agreement dated 9 February 2015, agreed to issue 10% fixed rate notes due 36 months after issue ("Notes") in consideration of an aggregate amount of $11 million. The Notes will be guaranteed, inter alia, by Masawara Plc.

As part of the financing arrangements, on 9 February 2015, the Company entered into a warrant instrument, pursuant to the terms of which and subject to the issue of the Notes, it will issue warrants ("Warrants") to the subscribers of the Notes to subscribe for in aggregate 1,402,500 ordinary shares of $0.01 in the Company at a strike price of GBP0.01 which represents approximately 1.1% of the issued share capital of the Company as at 11 February 2015. Pursuant to the terms of the warrant instrument, the Company has agreed not to issue any further shares in the Company for a period of 120 days following the issue of the Notes (save for certain limited exceptions) without the consent of the holders of the Notes. As part of the financing arrangements, the Company and some of its subsidiaries also executed guarantees and share pledges.

Acquisition of 100% of TA Holdings Limited

On 23 March 2015, the remaining minority shareholders of TA Holdings Limited unanimously voted to accept a new offer of $0.2509 per share made by Masawara Holdings Mauritius Limited, a wholly owned subsidiary of Masawara Plc. The acquisition is being implemented through a scheme of arrangement under Section 191 of the Companies Act, Zimbabwe.

This information is provided by RNS

The company news service from the London Stock Exchange

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