TREMATON CAPITAL INVESTMENTS LTD - DISPOSAL BY TREMATON OF SHOPRITE CENTRE RUSTENBURG

DISPOSAL BY TREMATON OF SHOPRITE CENTRE RUSTENBURG

Trematon Capital Investments Limited
(Incorporated in the Republic of South Africa)
Registration number 1997/008691/06
Share code: TMT
ISIN: ZAE000013991
("Trematon" or "the Company")

DISPOSAL BY TREMATON OF SHOPRITE CENTRE RUSTENBURG

1. Introduction and terms

Shareholders are advised that Trematon, through its 66.7%
subsidiary Arbitrage Property Fund (Pty) Ltd (“Arbitrage”),
has entered into a sale agreement which came into effect on
15 May 2013, in terms of which Arbitrage will dispose of
Erf 2460 Rustenburg, know as Shoprite Centre, Rustenburg,
to Heriot Properties (Pty) Ltd for a total consideration of
R77,4 million (“the disposal”).

The effective date of the disposal will be 1 October 2013
(“the effective date”).

The disposal is not subject to any outstanding conditions
precedent.

2. Settlement of the consideration

The total consideration of R77.4 million will be settled in
cash on the effective date. The proceeds will be used to
settle the outstanding bank debt on the property and the
balance will be retained to be invested in new property
investments as and when they arise.


3. Description of property and rationale for the disposal

  The property is a retail centre       known as     Shoprite
  Rustenburg   Centre,  situated   at   110  Kerk     Street,
  Rustenburg, North West Province.

  The disposal enables Arbitrage to realize an excellent
  total return on investment on a relatively mature
  property.   The board of directors is of the opinion that
  the proceeds of the disposal can be more productively
  employed in funding similar future transactions.
4. Financial effects of the disposal

The unaudited pro forma financial effects of the disposal
which are based on the published interim group results of
Trematon for the six months to 28 February 2013 are set out
below.

The unaudited pro forma financial effects have been
prepared   for  illustrative   purposes   only  to  provide
information on how the disposal may have impacted on the
results, financial position and the changes in equity of
Trematon. Preparation of the unaudited pro forma financial
effects is the responsibility of the directors. Because of
their nature, the unaudited pro forma financial effects may
not fairly present Trematon’s results, financial position
and the changes in equity after the disposal:




                Before the    Adjustments       After      Total
                 disposal      – Disposal     disposal     percen
                                  Cents      adjustments    tage
                                                Cents      change
                                                              %
Profit per
share (cents            1.5            7.2           8.7   480.0%
per share)
Headline
earnings
                        1.5            7.2           8.7   480.0%
(cents per
share)
Net asset
value and
net tangible
                      121.0            7.4         128.4     6.1%
asset value
(cents per
share)
Weighted
average
number of      176 761 091               -     176 761 091
shares in
issue
Number of
shares in       176 323 052              -     176 323 052
issue
Notes and assumptions:


  1. The “before” financial information is based on
     Trematon’s published interim results for the six
     months to 28 February 2013.
  2. The “after” pro forma earnings and headline earnings
     are based on Trematon’s published interim results for
     the six months to 28 February 2013 after taking into
     account the pro forma adjustments set out below.
  3. The unaudited pro forma earnings figures illustrate
     the possible financial effects if the disposal had
     been implemented on 1 September 2012 for income
     statement purposes and on 28 February 2013 for balance
     sheet purposes.
  4. The adjustments and effects to the pro forma income
     statement assume that the proceeds from the sale were
     used to reduce the bank debt with the balance being
     invested in a call account. All rental income and
     related property expenses specific to the property
     disposed of have been eliminated as they would not
     have been earned had the property been sold at the
     beginning of the period. The resulting tax adjustments
     on the above have also been taken into account and
     adjusted for.
  6. The adjustments and effects to the pro forma balance
     sheet resulting from the disposal assumes that the
     property was sold at the end of the period and the
     resulting profit from the sale less capital gains tax
     increases the net asset value attributable to equity
     holders of the Company.


5. Categorisation of the disposal

The disposal is categorised as a Category 2 transaction in
terms of the JSE Limited Listings Requirements.



Cape Town
20 May 2013

Sponsor: Sasfin Capital
(A division of Sasfin Bank Limited)

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