Masonite Africa : 29 April 2016 - Update regarding the potential disposal of Masonite_28 April 2016

8dd62380-770d-4aad-90e6-053c4ee76cbe.pdf MASONITE (AFRICA) LIMITED

(Incorporated in the Republic of South Africa) (Registration number 1942/015502/06)

Share code: MAS ISIN: ZAE000004289

("Masonite" or "the Company") (Under supervision)

UPDATE REGARDING THE POTENTIAL DISPOSAL OF MASONITE AS PART OF THE BUSINESS RESCUE PROCEEDINGS Introduction

Further to the report to shareholders by the business rescue practitioner ("BRP") that was released on SENS on 22 March 2016 ("BRP Update"), this announcement provides an update to Masonite's various stakeholders of the current status of the proposed disposal process ("Disposal Process") being run as part of the business rescue proceedings.

Update on the Disposal Process

Following phase I and phase II of the Disposal Process as described in the BRP Update, a number of attractive binding offers have been received. Careful consideration has been given to all of the binding offers as part of a rigorous adjudication process, and Masonite hereby announces that a preferred bidder has been selected.

Numerous factors were considered in selecting the preferred bidder including, inter alia, the value offered, certainty of funding, the conditionality and likely timing of implementation, as well as the fact that the preferred bidder consists of a consortium who is bidding for the entire business including both the forestry division and the mill division. Masonite and the BRP believe that the preferred bidder's proposal presents the most attractive proposal for all of Masonite's stakeholders and is expected to result in the continued operation of both divisions.

Detailed announcement

A detailed transaction announcement containing the salient terms of the transaction will be published on SENS once transaction agreements have been concluded.

Durban

29 April 2016

Sponsor

Nedbank Corporate and Investment Banking

Investment Bank

Investec Bank Limited