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Acquisitions of property letting enterprises
OCTODEC INVESTMENTS LIMITED
Registration number 1956/002868/06
JSE code: OCT
ISIN: ZAE 000005104
(“Octodec” or “the Company”)
ACQUISITIONS OF PROPERTY LETTING ENTERPRISES
1. Introduction
Linked unit holders are advised that a wholly-owned subsidiary of Octodec, Presmooi
Proprietary Limited (“Presmooi” or “the Purchaser”), has concluded agreements for the
acquisitions of property letting enterprises (“the Acquisitions”) together with their related
immovable properties (“the Properties”) from various vendors (“the Vendors”) . Details of the
Vendors are set out in paragraph 8 below.
2. Rationale for the Acquisitions
The Properties consist of offices and are located in well-established office nodes. The
Acquisitions provide Octodec with an opportunity to increase the size of the portfolio with
quality properties as well as to diversify the Company’s income streams.
3. Effective date of the Acquisitions
The effective date (“the Effective Date”) of the Acquisitions will be the date of fulfilment of the
conditions precedent as set out in paragraph 5 below, which is expected to be during June
2013.
4. Consideration for the Acquisitions
The total purchase consideration payable by the Purchaser in respect of the Acquisitions is
R140 527 500 (one hundred and forty million five hundred and twenty seven thousand five
hundred rand) (“the Purchase Price”), which amount includes costs relating to the
Acquisitions. The Purchase Price will be settled in cash and will be discharged on the transfer
date of the Properties.
5. Conditions precedent
The Acquisitions are subject to fulfilment or waiver of the following suspensive conditions:
5.1 The completion by the Purchaser, to its entire satisfaction, of a due diligence
investigation.
5.2 The Purchaser securing a loan or a bond from a financial institution of its choice.
5.3 Approval by the Purchaser’s board of directors.
5.4 Receiving unconditional approval from the Competition Authorities.
5.5 In terms of the agreements concluded in respect of the Acquisitions, the Acquisitions
are inter-conditional as follows:
5.5.1 the successful conclusion of the Acquisitions from the Vendors as set out in
paragraph 8 below;
5.5.2 the successful conclusion of the acquisition by a wholly-owned subsidiary of
Premium Properties Limited (“Premium”), Savyon Buildings Proprietary
Limited, of the property known as The Hanger situated at the corner of
Bosboknook and South Streets, Centurion, Pretoria (Erf 1342, Zwartkop
Extension 7) from Prophold Limited; and
5.5.3 the successful conclusion of the acquisition by IPS Investments Proprietary
Limited, an associate of Octodec and Premium, of the property known as
Lenchen Industrial Retail Park situated at Hoewe 29/2 Simarlo Street,
Centurion (Erf 591, Hennopspark, Extension 40, Registration Division JR) from
Prophold Limited.
6 Unaudited pro forma financial effects of the Acquisitions
The unaudited pro forma financial effects of the Acquisitions on net asset value and net
tangible asset value per unit have not been disclosed as they are not significant.
7 Forecast information on the Properties
The summarised forecast financial information relating to the Properties for the two months
ending 31 August 2013 and for the twelve months ending 31 August 2014, which is the
responsibility of the Company’s directors, is set out below. The forecast financial information
has not been reviewed or reported on by Octodec’s auditors.
Forecast Forecast
2 months ending 31 12 months ending 31
August 2013 August 2014
R R
Gross rentals 2 949 604 18 062 279
Contracted revenue 2 949 604 18 062 279
Uncontracted revenue - -
Net rental income before interest 2 461 006 15 111 509
Net profit after interest and
administration fees 551 372 3 869 311
8 Specific information on the Properties
Details regarding the Properties are set out below:
Vendor Property description/ Sector Gross Weighted Annualised Purchase Value(2)
location lettable average property price
R
area gross yield(1) including
m2 rental per % costs
m² R
R
Odeon Odeon Forum, 83 Lois Offices 2 667 140.64 11.3 34 645 000 34 700 000
Investments Street, Menlyn, Erf
Proprietary 782, Lynnwood Glen,
Limited Pretoria
Drystone Prime Cure House, 128 Offices 3 630 77.18 9.6 28 597 500 28 600 000
Investments Oak Avenue, Highveld
Proprietary Park, Centurion, Ptn 9
Limited of Erf 11, Highveld,
Pretoria
Adamax Dynamech Office Park, Offices 5 708 101.82 11.1 53 781 476 53 790 000
Property 18 De Havilland
Projects Crescent, Preseqor
Persequor Park, Ptn 30 of Erf 2,
Park Pretoria
Proprietary
Limited
Adamax Planburo Consilium Offices 1 510 111.03 10.6 15 826 274 15 827 000
Property
38 De Havilland
Projects
Crescent, Ptn 30 of Erf
Persequor
2, Persequor Park,
Park
Pretoria
Proprietary
Limited
Adamax De Havilland Form, 30 Offices 788 104.58 10.5 7 677 250 7 677 000
Property De Havilland Crescent,
Projects Ptn 25 of Erf 2,
Persequor Persequor Park,
Park Pretoria
Proprietary
Limited
Total 140 527 500 140 594 000
Notes:
1. Based on net rental income for the 12 month period ending 31 August 2014, assuming the Properties are fully let.
2. No independent valuation has been carried out and the value of the Properties of R140.594 million was arrived at by the
management company, City Property Administration Proprietary Limited.
9 Categorisation of the Acquisitions
The Acquisitions are classified as a Category 2 transaction in terms of the JSE Limited Listings
Requirements.
10 December 2012
Investment bank and sponsor
Nedbank Capital
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