Masonite Africa : 22 December 2015 - Voluntary Business Rescue

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MASONITE (AFRICA) LIMITED

(Incorporated in the Republic of South Africa) (Registration number 1942/015502/06) Share code: MAS ISIN: ZAE000004289

("Masonite" or "the Company")

NOTICE OF VOLUNTARY BUSINESS RESCUE AND SUSPENSION OF ALL MASONITE SECURITIES ON THE EXCHANGE OPERATED BY THE JSE LIMITED WITH IMMEDIATE EFFECT

1. Resolution to initiate voluntary business rescue.

   Shareholders of Masonite are hereby advised that, after considering a number of strategic alternatives, the board of directors of Masonite ("the Board") has today resolved that it will be in the best interest of Masonite and its stakeholders to commence with voluntary business rescue proceedings in terms of section 129 of the Companies Act, 2008 (as amended) ("the Act"). The board resolution and an application to this effect have today, 22 December 2015 been filed with the Companies and Intellectual Property Commission ("CIPC") and the Company is currently awaiting confirmation from CIPC to proceed with the voluntary business rescue.

   
   

   As a result of a number of factors, including the impact on the Company's business of the explosion at its Estcourt mill (in June 2014), a very difficult trading environment and rapidly increasing costs at its Estcourt mill, Masonite has continued to operate at a loss during 2015. In the past Masonite has utilised its own cash resources for its working capital and capital expenditure requirements. However, as a result of the aforementioned factors, it has more recently become apparent that Masonite's anticipated cash flows indicate that it is unlikely that it will be able to pay all of its debts as they become due within the next six months. Masonite does, however, have valuable forestry assets and as such, the Board believes there is a reasonable prospect of rescuing the Company and developing a voluntary business rescue plan which will achieve the best outcome for all stakeholders.

   
   

   The Company has also resolved to appoint Mr Pierre Berrange of Berrange Incorporated as business rescue practitioner, and has lodged the documents for his appointment with CIPC, as prescribed by the Act.

   
   

2. Application for suspension of listing on the JSE

As a result of the above, Masonite has requested the JSE Limited ("JSE") to suspend trading in its shares with immediate effect. The JSE has agreed to the suspension.

Shareholders will be updated as further material information becomes available. Durban

22 December 2015

Sponsor

Nedbank Corporate and Investment Banking

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