MAS PLC - Tender offer results

Tender offer results

MAS P.L.C.
Registered in Malta
Registration number C 99355
JSE share code: MSP
ISIN: VGG5884M1041
LEI code: 213800T1TZPGQ7HS4Q13
("MAS" or "the Company" or "the Group")


TENDER OFFER RESULTS


NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND 
POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN 
MARIANA ISLANDS), ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR IN OR 
INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

On 4 December 2023, stakeholders were advised that MAS CEE Holdings Limited ("MAS CEE Holdings"), a wholly owned
subsidiary of the Company, announced its invitation to holders of the EUR300,000,000 4.25 per cent. Guaranteed Notes
due 2026 (ISIN: XS2339025277) (the "Notes") to tender such Notes for purchase by MAS CEE Holdings for cash (the
"Offer") at prices to be determined pursuant to an unmodified Dutch auction procedure in respect of the Notes, on the terms
and subject to the conditions set out in the tender offer memorandum dated 4 December 2023 (the "Tender Offer
Memorandum") prepared by MAS CEE Holdings. The Offer remains subject to the offer and distribution restrictions as
detailed in the Tender Offer Memorandum. Capitalised terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offer was 4.00 p.m. (London time) on 8 December 2023. The Company today announces
that MAS CEE Holdings will accept for purchase EUR 80,655,000 in aggregate principal amount of the Notes validly
tendered pursuant to the Offer. The total purchase consideration (including Accrued Interest Payments) for Notes validly
tendered and accepted for purchase pursuant to the Offer will be EUR 75,134,998.25.

The results of the Offer are available on the Euronext Dublin website at the following link:
https://direct.euronext.com/api/PublicAnnouncements/RISDocument/ANN129869.pdf?id=72568e41-be1b-43bf-93e9-
9e979556938b

This announcement must be read in conjunction with the Tender Offer Memorandum. If any Holder is in any doubt
as to the action it should take, it is recommended to seek its own financial and legal advice, including in respect
of any tax consequences, from its broker, bank manager, solicitor, accountant or other independent financial, tax
or legal adviser.
The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted
by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are
required by each of the Company, the Dealer Manager and the Tender Agent to inform themselves about, and to
observe, any such restrictions.

11 December 2023


For further information please contact:
Dan Petrisor, MAS P.L.C.                +356 77 186 791
Java Capital, JSE Sponsor               +27 11 722 3050

Date: 11-12-2023 10:30:00
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