ASTRAPAK LIMITED - Disposal of properties associated with flexible assets held for sale and renewal of cautionary announcement

Disposal of properties associated with flexible assets held for sale and renewal of cautionary announcement

ASTRAPAK LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1995/009169/06)
Share Code: APK
ISIN: ZAE000096962
Share Code: APKP
ISIN: ZAE000087201
(“Astrapak”)


DISPOSAL OF PROPERTIES ASSOCIATED WITH FLEXIBLE ASSETS HELD FOR SALE
AND RENEWAL OF CAUTIONARY ANNOUNCEMENT


1. Introduction & Rationale

   Astrapak’s property holding subsidiaries, Micawber 430 (Pty) Limited and Micawber 451
   (Pty) Limited, have entered into agreements (“Transaction Agreements”) to dispose of
   their respective letting enterprises and properties (“the Property Businesses”) to the
   Truzen Trust 123 and the Truzen Trust 124 respectively (“the Purchasers”) on a going
   concern basis (“the Transaction”).

   The decision to dispose of the Property Businesses accords with Astrapak’s strategic
   objective to focus on its core moulding and forming technology platform and to dispose of
   the residual properties and flexible assets already classified as held for sale.


2. Nature of the Transaction

   In terms of the Transaction Agreements, Astrapak will dispose of the Property Businesses
   to the Purchasers on a going concern basis and the flexible businesses of Barrier Film
   Converters (Pty) Limited and Peninsula Packaging (a division of Master Plastics (Pty)
   Limited) will continue to occupy these properties as tenants.

3. Disposal consideration

   The aggregated disposal consideration in respect of the Transaction is R49.6m. This
   represents a premium of R 6.2m to the book value of assets being disposed of in terms of
   the Transaction.

   The proceeds will be utilised by Astrapak to reduce its current level of gearing.

4. The value of the net assets and the profits attributable to the net assets

   As at the financial year ended 29 February 2016, the book value of the assets that are the
   subject of the Transaction was R43.4m. The Property Businesses generated turnover of
   R6.0m in rental income and had an attributable profit of R3.8m for the financial year ended
   29 February 2016.

5. Conditions precedent

   Other than for the delivery of bank issued guarantees and transfer of the properties in the
   Deeds Office, the Transaction is not subject to any further conditions precedent

6. Effective date

   The effective date of the Transaction will be the date of transfer of the properties in the
   Deeds Office which is expected to be on or about 31 August 2016.

7. JSE categorisation

   The Transaction is a Category 2 transaction in terms of paragraph 9.5(a) of the JSE
   Limited Listings Requirements and accordingly no shareholder approval is required.

8. Renewal of cautionary announcement

   Shareholders are referred to the cautionary announcement released on the Stock
   Exchange News Service on 21 January 2016 and to the renewal cautionary
   announcements released on 4 March 2016, 20 April 2016 and 3 June 2016 and are
   advised to continue exercising caution when trading in their Astrapak shares.




   Johannesburg

   8 July 2016


   Merchant bank and sponsor
   RAND MERCHANT BANK (A division of FirstRand Bank Limited)

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