Financial effects relating to the acquisition of the Plaza Shopping Centre, Randfontein Shopping Centre and Bushbuck
DIPULA INCOME FUND LIMITED
(formerly Dipula Property Fund (Pty) Ltd)
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”)
FINANCIAL EFFECTS RELATING TO THE ACQUISITION OF THE PLAZA SHOPPING CENTRE, RANDFONTEIN
SHOPPING CENTRE AND BUSHBUCKRIDGE SHOPPING CENTRE AND WITHDRAWAL OF CAUTIONARY
INTRODUCTION
Linked unitholders are referred to the announcement released on SENS on 29 May 2012 in which it was announced that Dipula had concluded
agreements for the acquisition of The Plaza Shopping Centre, Randfontein Station Shopping Centre and Bushbuckridge Shopping Centre
(together "the acquisitions") for R329.9 million.
The purpose of this announcement is to present the financial effects of the acquisition.
UNAUDITED PRO FORMA FINANCIAL EFFECTS OF THE ACQUISITION
The financial effects set out below are the responsibility of the directors of Dipula and have been prepared for illustrative purposes only, in
order to provide information about the results of Dipula only. Due to their nature, the unaudited pro forma financial effects do not fairly present
Dipula’s results subsequent to the acquisitions. The unaudited pro forma financial effects have not been reviewed or reported on by independent
reporting accountants.
The unaudited pro forma financial effects have been prepared in accordance with the accounting policies of Dipula that were used in the
preparation of the interim results for the six months ended 29 February 2012.
The effect of the acquisition on Dipula’s net asset value is not significant (less than 3%) and therefore has not been disclosed.
Before After % change
Basic loss per share (cents) (4.88) (4.37) 10.4%
Headline loss per share (cents) (2.16) (1.94) 10.4%
Basic loss per A-linked unit (cents) 34.81 35.31 1.5%
Basic loss per B-linked unit (cents) 22.86 20.55 -10.1%
Headline loss per A-linked unit (cents) 37.52 37.75 0.6%
Headline loss per B-linked unit (cents) 25.57 22.98 -10.1%
Notes and assumptions:
1. The figures set out in the “Before” column above have been extracted, without adjustment, from Dipula’s interim results for the six
months ended 29 February 2012.
2. The financial information relating to the acquisitions has been extracted from management accounts for the six month period ended 29
February 2012. The management of Dipula are satisfied with the quality of the information contained in these management accounts.
3. The acquisition is assumed to have been implemented on 1 September 2011 for purposes of statement of comprehensive income.
4. The purchase consideration is to be funded through approximately R132 million of new debt facilities while the balance will be settled
through the issue of approximately 12.2 million Dipula A and B linked units.
5. Transaction costs are assumed to be approximately R2.5 million.
CONDITIONS PRECEDENT
The acquisitions remain subject to the following conditions precedent:
- approval of the acquisitions by the Competition Authorities;
- the owners of the properties consenting in writing to the cession by the vendors of their leasehold rights and obligations; and
- Dipula securing equity finance for 60% (sixty percent) of the total purchase consideration.
In addition the acquisition of Randfontein Station Shopping Centre is
conditional on the acquisition of each of The Plaza Shopping Centre and
Bushbuckridge Shopping Centre.
WITHDRAWAL OF CAUTIONARY
Dipula linked unitholders are referred to the cautionary announcement dated 29 May 2012 and are advised that following the release of the
financial effects of the acquisitions, caution is no longer required to be exercised by linked unitholders when dealing in their linked units.
22 August 2012
Corporate advisor and Sponsor
Javacapital
Date: 22/08/2012 12:35:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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