Masawara : Delisting of TA Holdings Limited

Masawara PLC

("Masawara" or "the Company")

Delisting of TA Holdings Limited ("TA") following Acquisition by Masawara and

Issue of warrants

Masawara PLC (AIM:MASA) is pleased to announce that following the increase of its shareholding in TA Holdings Limited ("TA") to 75.73%, the Zimbabwe Stock Exchange ("ZSE") and Securities and Exchange Commission in Zimbabwe have approved the delisting of TA from the ZSE with effect from 12 February 2015 .

As announced by the Company on 29 August 2014 ("the previous announcement"), the aggregate purchase consideration payable to TA 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 done) 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 US$11 million. The Notes will be guaranteed, inter alia , by the Company. The Notes will be issued in place of the loan notes referred to in the previous announcement.

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 US$0.01 in the Company at a strike price of £0.01 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.

David Suratgar, the Chairman of Masawara commented as follows on the acquisition:

"Masawara is pleased to have achieved this important step. The delisting of TA will enable Masawara to more easily and expeditiously implement its strategic objectives relating to TA, including the restructure of the TA Group"

About Masawara

Masawara is a proactive investment company focused on identifying growth opportunities that deliver cash returns both in Zimbabwe and the southern African region. The Company continues to appraise high quality new investment opportunities in Zimbabwe to add to the investment portfolio and unlocking intrinsic value from the existing investment portfolio.

Contact details

Masawara plc

Oliver Lutz/Pride Masamba +263 4 751805

Cenkos Securities plc (Nominated adviser and broker)

Nicholas Wells/Ian Soanes +44 20 7397 8900