INGENUITY PROPERTY INVESTMENTS LTD - Announcement regarding the acquisition of a property in Century City

Announcement regarding the acquisition of a property in Century City

INGENUITY PROPERTY INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2000/018084/06)
ISIN: ZAE 000127411 JSE share code: ING
(“Ingenuity” or “the Company”)

ANNOUNCEMENT REGARDING THE ACQUISITION OF A PROPERTY IN CENTURY CITY

1.   Introduction

     Ingenuity shareholders are advised that the Company has entered into an agreement (“the
     Agreement”) with Rabie Property Group Proprietary Limited (“the Seller” or “Rabie Property
     Group”), in terms of which Ingenuity will acquire Erf 6954 Montague Gardens (“the Property”)
     situated at Century City Drive, Waterford Precinct, Century City, Cape Town (“the Acquisition”).

     The Acquisition will become effective on transfer which is expected to be on or about 28
     February 2015 (“the Effective Date”).

2.   Rationale for the Acquisition

     Ingenuity is the owner of an adjacent property, being Erf 6952 Montague Gardens (“the
     Adjacent Property”) and intends to construct an office block development after consolidating the
     Property with the Adjacent Property (“the Development”).

     The adjacent property is currently tenanted by Aurecon South Africa Proprietary Limited
     (“Aurecon”) with a lease expiring in 2021. Due to the growth of the Aurecon business, they
     require additional office premises and have agreed to enter into a new long lease with Ingenuity
     over the new building, together with extending their existing lease to coincide with the new
     lease, to 28 February 2023.

3.   Consideration for the Acquisition

     The total consideration for the Acquisition is R11 985 200 (“the Purchase Consideration”),
     excluding VAT, and will be settled by Ingenuity in cash on the Effective Date.

4.   Conditions precedent

     The Acquisition is subject to the fulfilment of the following conditions precedent:

     4.1     Aurecon entering into a written lease agreement with Ingenuity on terms and conditions
             acceptable to Ingenuity on or before 30 November 2014;

     4.2     Aurecon and Ingenuity signing an addendum to the agreement of lease in respect of the
             Adjacent Property on or before 30 November 2014;

     4.3     finance approval on terms and conditions acceptable to Ingenuity on or before 30
             November 2014;

     4.4     Ingenuity signing a development and management agreement with Rabie Property
             Group on or before 30 November 2014 in terms of which Rabie Property Group will take
             responsibility for the construction and development of the office block on the Property;

     4.5     the board of Ingenuity approving the Agreement in writing on or before 30 November
             2014; and
     4.6        the Seller obtaining provisional authorisation to proceed with the Development in terms
                of section 7(6) of Act 103 of 1997 of the National Building Regulations and Buildings
                Standards Act, from the City of Cape Town on or before 28 February 2015.

5.   Categorisation of the Acquisition

     In terms of section 10.1 of the JSE Listings Requirements, the Acquisition is classified as a
     “small related party” transaction as Ingenuity is transacting with Rabie Property Group, an
     associate (as defined in the JSE Listings Requirements) of Mr L H Cohen, a non-executive
     director of Ingenuity. Ingenuity is in the process of appointing an independent registered valuer
     in terms of section 13.10 of the JSE Listings Requirements to value the Property. A further
     announcement setting out details of the Property valuation will be released once this has been
     completed.

6.   Property specific information relating to the Property

                                                                                                Weighted
                                                                       Gross                                                   Value of
                                                                                  Single or      average         Purchase
                                                                     lettable                                                      the
     Property          Location         Sector          Land                         Multi-     net rental    Consideration
                                                                         area                                                  Property
                                                       Extent                     tenanted         per m2              Rm
                                                                           m2                                                    Rm (1)
                                                          m2                                            R

     Erf 6954           Century
                                        Vacant
     Montague        City, Cape                         2 666             n/a            n/a           n/a            11.985    11.985
                                          land
     Gardens               Town



     1.    The Property has been valued by the directors of the Company based on the open market bulk value of the land.




7.   Value of and profits attributable to the net assets of the Acquisition

     The value of the net assets that are the subject of the Acquisition and the after tax profits
     attributable to the net assets for the year ended 31 August 2014 are insignificant.




10 November 2014

Cape Town


Investment bank and Sponsor
Nedbank Capital

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