Metroglass Updating Announcement

Metro Performance Glass
5 Lady Fisher Place
East Tamaki
Auckland 2013

Market Release
NZX: MPG, ASX: MPP
18 July 2023

Co-operation agreement between two shareholders and rejection of NBIO

On 17 July 2023, two shareholders in Metro Performance Glass Limited (Metroglass), Takutai Limited and
Masfen Securities Limited, (who in aggregate hold or control approximately 25% of the shares in Metroglass)
advised that they have entered into a co-operation agreement with respect to a potential transaction involving
Metroglass. Metroglass notes that the agreement is not a definitive transaction agreement and can be
terminated immediately by either party on notice to the other. The terms of the agreement are attached to
the substantial product holder notices released by the parties.
Today Metroglass received an unsolicited, non-binding, indicative proposal (the NBIO) from a consortium led
by Takutai Limited and supported by Masfen Securities Limited (the Consortium).
The NBIO from the Consortium was seeking to acquire all of the Metroglass shares at a proposed price of
NZ$0.18 per share in cash via a scheme of arrangement (the Proposal and the transaction contemplated by the
Proposal, the Proposed Transaction).
The NBIO was subject to a number of conditions, including due diligence on an exclusive basis, negotiation and
execution of a scheme implementation agreement, and endorsement and support for the Proposed
Transaction from Metroglass’ Board of Directors.
Receipt of the NBIO comes after Metroglass had recently received confidential enquiries from Masfen
Securities Limited and affiliates during May and June 2023 about the possibility of acquiring all of the shares in
Metroglass. Metroglass had previously appointed Jarden as its financial adviser and Bell Gully as its legal
adviser to help it consider those enquiries. After carefully considering those confidential enquiries, the Board
of Directors of Metroglass concluded that they significantly undervalued Metroglass.
The earlier enquiries were on substantially the same terms as the NBIO.
After carefully considering the NBIO (including receiving advice from Jarden and Bell Gully), the Board of
Directors of Metroglass has concluded that the Proposal significantly undervalues Metroglass and that it is not
in the best interests of the company and its shareholders to progress the Proposal.
Metroglass is continuing to progress the Australian Glass Group (AGG) divestment process, and will provide an
update on that process in due course. As previously announced, Jarden is advising Metroglass on the AGG
divestment process.
Metroglass’ annual shareholders meeting is on Tuesday, 1 August 2023 and shareholders are encouraged to
attend (either in person or online).

/Ends
For further information, please contact:
Liam Hunt, Investor Relations
(+64) 0 22 010 4377, liam.hunt@metroglass.co.nz
Authorised for release by the Metro Performance Glass Board