Murray & Roberts

Disposal by Murray & Roberts Limited of its entire interest in the Bombela Concession Company

Shareholders of Murray & Roberts (“Shareholders”) are advised that the Company’s wholly-owned subsidiary, Murray & Roberts Limited (“MRL”), has entered into a sale and purchase agreement (“Sale and Purchase Agreement”) with Intertoll International Holdings B.V. or its nominee entity (“Intertoll” or the “Purchaser”) to dispose of its entire interest in the Bombela Concession Company (RF) Proprietary Limited (“BCC”). In terms of the Sale and Purchase Agreement, MRL will dispose of:

• 3 300 000 ordinary shares in BCC, constituting 33% of the entire issued ordinary share capital of BCC (the “BCC Sale Shares”); and
• all of the issued ordinary shares in Murray & Roberts BCC Financing Company (RF) Proprietary Limited (the “M&R Finco Sale Shares”), which is the sole shareholder of Murray & Roberts BCC Holdco Company (RF) Proprietary Limited) which in turn holds 1 700 000 ordinary shares in BCC, constituting 17% of the entire issued ordinary share capital of BCC, (the BCC Sale Shares and M&R Finco Sale Shares, collectively the “Sale Shares”) for a total purchase consideration of up to R1,386,000,000 (the “Proposed Transaction”).

The Proposed Transaction is categorised as a Category 1 transaction in terms of the Listings Requirements of the JSE Limited (“JSE”).