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Acquisition of Properties and Cautionary Announcement
DIPULA INCOME FUND LIMITED
Registration number 2005/013963/06
JSE code for A-linked units: DIA ISIN for A-linked units: ZAE000158317
JSE code for B-linked units: DIB ISIN for B-linked units: ZAE000158325
(“Dipula” or the “company”)
ACQUISITION OF PROPERTIES AND CAUTIONARY ANNOUNCEMENT
Introduction
Linked unitholders are advised that Dipula has concluded agreements in respect of two separate transactions for the acquisition of:
- Byron Place, Pretoria; Sterkolite building, Rosslyn; and Elco building, East London (collectively the “Smada properties”), a government
tenanted office portfolio; and
- Tower Mall, a retail mall in Jouberton in the North West Province that is in the process of being developed (“Tower Mall”),
(together the “acquisitions”).
The Smada properties have relatively long government leases and are being acquired at a favourable yield. Tower Mall will, on completion, be a
rural shopping centre anchored by Shoprite, with a high proportion of national tenants.
Both acquisitions are in line with Dipula’s strategy of improving the quality and average size of its portfolio on a yield enhancing basis. The
acquisition of the Smada properties also confirms the benefits to Dipula of having a black-owned external management company.
Terms of the acquisition of Smada properties and conditions precedent
The Smada properties are being acquired from Zambli 216 (Pty) Ltd for a total purchase consideration of R173 000 000 with R38 000 000
attributable to Byron Place, R78 000 000 attributable to the Sterkolite building and R57 000 000 attributable to the Elco building.
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The purchase consideration shall be paid in cash against registration of transfer of the properties into the name of Dipula and payment will be
funded by way of debt and/or equity funding.
The acquisition of the Smada properties is inter-conditional and subject to the following key suspensive conditions:
- completion of a due diligence;
- Dipula securing finance by way of debt and/or equity funding;
- approval by the Competition Authorities to the extent required; and
- the seller presenting Dipula with confirmation from the Department of Public Works that the seller has complied with all requirements of the
leases including upgrades.
Terms of the acquisition of Tower Mall and conditions precedent
Tower Mall is being acquired from Clarina Investments (Proprietary) Limited for a total purchase consideration of R152 713 025.
The purchase consideration shall be paid in cash against registration of transfer of the property into the name of Dipula, which will only take
place once the development is complete, and payment will be funded by way of debt and/or equity funding.
The acquisition of Tower Mall is subject to the following key suspensive conditions:
- completion of a due diligence;
- finalisation of the development plan;
- the seller concluding written lease agreements for 80% of the gross lettable area of Tower Mall (at least 90% which must be to national
tenants);
- the seller securing the required development finance;
- Dipula securing finance by way of debt and/or equity funding;
- approval by the Competition Authorities to the extent required; and
- the development being finally completed by 30 October 2013.
Any unlet space will be subject to a five year head lease from the seller secured by a retention of part of the purchase price.
Property specific information
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The property specific information required in terms of the JSE Listings Requirements in relation to the acquisitions is set out below.
Property name Geographical location Sector Rental area (m2) Weighted
average gross rental per m2
Byron Place Pretoria, Gauteng Office 3 270 R84.94
Sterkolite building Rosslyn, Gauteng Office 12 782 R73.49
Elco building East London, Eastern Cape Office 6 909 R79.78
*Tower Mall Jouberton, North West Province Retail 15 283 R98.69
*Based on the seller’s projections for the developed property
Each of the properties is valued by the company at an amount equivalent to the purchase consideration payable for the rental enterprise business
concerned.
Categorisation of the acquisitions
The acquisitions are classified as a Category 2 transaction in terms of the JSE Listings Requirements and therefore are not subject to approval by
Dipula’s linked unitholders.
Financial effects and cautionary
The financial effects of the acquisitions are still in the process of being finalised and will be published in due course. Unitholders of Dipula are
advised to exercise caution when dealing in their linked units until the financial effects of the acquisitions are announced. Unitholders are also
referred to the company’s previous cautionary announcement published 28 August 2012.
Johannesburg
7 September 2012
Sponsor
Javacapital
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