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VKE - Vukile Property Fund - Results of general meeting
relating to the proposed acquisition
Vukile Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE code: VKE NSX code: VKN
ISIN: ZAE000056370
("Vukile")
Results of general meeting relating to the proposed acquisition of
properties from Sanlam Life Insurance Limited, addendum to the
property acquisition agreement and update on the fulfilment of the
conditions precedent
1. Results of general meeting
Vukile unitholders ("Unitholders") are referred to the
announcements dated 29 October 2009, 29 April 2010, 25 May 2010
and 2 August 2010, containing details of the agreement and
addenda thereto ("the Property Acquisition Agreement") relating
to the proposed acquisition by Vukile from Sanlam Life
Insurance Limited ("Sanlam Life") of a portfolio of nine
properties ("the Properties") for ZAR537.6 million ("the
Property Acquisition Price") ("the Property Acquisition").
At the general meeting of Unitholders held on Tuesday, 24
August 2010 the resolutions pertaining to the following matters
were approved by the requisite majority of Unitholders:
1.1 the Property Acquisition; and
1.2 the issue and allotment of Vukile linked units in part-
settlement of the Property Acquisition Price.
The resolution pertaining to the amendment to the Debenture
Trust Deed to reduce the minimum notice period for meetings of
Unitholders from twenty-one days to fourteen days was
withdrawn.
2. Addendum to the Property Acquisition Agreement
As a direct consequence of the strike action, which has
resulted in the closure of the Deeds Registries Offices, Vukile
anticipates that the registration of transfer of some or all of
the Properties into Vukile`s name may be delayed. It was
originally expected that this transfer would take place on or
about 31 August 2010. To ensure that the Property Acquisition
is not further delayed, Vukile has, for practical purposes,
entered into a further addendum to the Property Acquisition
Agreement with Sanlam Life, dated 23 August 2010, which will
have the effect of transferring risk, reward and ownership of
the Properties to Vukile with effect from Friday, 3 September
2010, being the anticipated date of the fulfilment of the last
outstanding condition precedent. Transfer of the Properties
will take place as soon as practically possible after Friday, 3
September 2010, but no later than 31 December 2010.
The addendum in no way affects any of the terms of the Property
Acquisition and was merely entered into as a solution to the
impact that the strike action has had on the processing of
property transfers. Sanlam Life will therefore receive full
payment of the Property Acquisition Price, and Vukile will
account for the Property Acquisition, with effect from Friday,
3 September 2010.
3. Outstanding condition precedent
The Property Acquisition remains subject to the obtaining of
the requisite funding to fund the Property Acquisition Price.
In this regard, Unitholders are advised that the Property
Acquisition Price of ZAR537.6 million will be funded as
follows:
3.1 ZAR100.0 million from Vukile`s available cash resources;
3.2 ZAR201.9 million in terms of a loan from ABSA Bank Limited;
and
3.3 ZAR235.7 million through the issue of 18,994,341 new Vukile
linked units at a price of 1,241 cents per linked unit to be placed
for, and on behalf of, Sanlam Life with current Unitholders and/or
new investors ("the Vendor Placement").
The abovementioned remaining condition precedent will be
fulfilled on Friday, 3 September 2010.
Roodepoort
24 August 2010
Investment bank, corporate adviser and transaction sponsor
Nedbank Capital, a division of Nedbank Limited
JSE sponsor
Barnard Jacobs Mellet Corporate Finance (Proprietary) Limited
NSX sponsor
IJG Securities (Proprietary
Date: 24/08/2010 13:00:01 Supplied by www.sharenet.co.za
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