NOTIFICATION OF VOTING RIGHTS

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Braas Monier Building Group S.A.: Release according to Article 26, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution

DGAP Voting Rights Announcement: Braas Monier Building Group S.A.

2016-06-02 / 12:40
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Braas Monier Building Group S.A.
4, rue Lou Hemmer
1748 Senningerberg
Grand Duchy of Luxembourg

2. Reason for notification
  Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
X Other reason:
Statement of holdings of financial instruments held when the law of 10 May 2016, published in Luxembourg Mémorial A No 89 of 12 May 2016, entered into force on 15 May 2016

3. Details of person subject to the notification obligation
Name: City and country of registered office:
Mr David J. Millstone and Mr. David S. Winter United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
n/a

5. Date on which threshold was crossed or reached
15 May 2016

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
total of both in %
(7.a. + 7.b.)
total number of voting rights of issuer
Resulting situation 0.00 % 29.11 % 29.11 % 39,166,667
Previous notification n/a % n/a % n/a % /

7. Notified details of the resulting situation
a. Voting rights attached to shares (Sec.s 21, 22 WpHG)
ISIN absolute in %
  direct
(Sec. 21 WpHG)
indirect
(Sec. 22 WpHG)
direct
(Sec. 21 WpHG)
indirect
(Sec. 22 WpHG)
n/a n/a n/a n/a % n/a %
Total n/a n/a %

b.1. Instruments according to Sec. 25 para. 1 No. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
n/a n/a n/a n/a n/a %
    Total n/a n/a %

b.2. Instruments according to Sec. 25 para. 1 No. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Sale and Purchas Agreement relating to voting shares (SPA) 14.08.2016 (for further information, see 'Other useful information') n/a Physical 11,400,000 29.11 %
      Total 11,400,000 29.11 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled and does itself not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least held 3% or more) % of voting rights through instruments (if at least held 5% or more) Total of both (if at least held 5% or more)
David J. Millstone / David S. Winter 0.00 % 0.00 % 0.00 %
40 North GP III LLC / 40 North Management LLC 0.00 % 0.00 % 0.00 %
40 North Latitude Fund LP 0.00 % 0.00 % 0.00 %
40 North Latitude Master Fund Ltd. 0.00 % 0.00 % 0.00 %
40 North Latitude SPV-F LLC 0.00 % 29.11 % 29.11 %

9. In case of proxy voting according to Sec. 22 para. 3 WpHG

Date of general meeting:
Holding position after general meeting: n/a % (equals n/a voting rights)

Other useful information:
The SPA has been entered into on 14 May 2016 between 40 North Latitude SPV-F LLC (40 N SPV-F) as purchaser and Monier Holdings S.C.A. as seller and is subject to certain customary conditions precedent, among which the approval from the competent merger control authorities (or expiry of the applicable waiting periods.)

In addition to certain other withdrawal reasons, the SPA allows each party to withdraw from the SPA if the conditions precedent are not satisfied by 14 August 2016 or such other date as mutually agreed by the parties.

40 N SPV-F is 100% held by 40 North Latitude Master Fund Ltd. (40 N Master Fund), which in turn is 100% held by 40 North Latitude Fund LP (40 N Fund).

40 North GP III LLC (40 N GP) is the sole general partner and controls 40 N Fund.

40 North Management LLC (40 N Management) is 40 N Fund's investment advisor, supervising and handling its investments and running its day-to-day business, subject to 40 N GP's instructions. In addition, 40 N Management is also investment advisor to 40 N Master Fund and 40 N SPV-F.

David J. Millstone and David S. Winter each hold 50% in 40 N GP and are 40 N GP's sole managing members. David J. Millstone and David S. Winter also each hold 50% in 40 N Management and are its sole managing members. David J. Millstone and David S. Winter jointly determine all decisions for 40 N GP and 40 N Management.



2016-06-02 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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