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Announcement regarding the acquisition of a stake in Equites Property Fund Limited
Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number 1995/010442/06
Share Code: BRT ISIN: ZAE000015277
Share Code: BRN ISIN: ZAE000015285
("Brimstone" or “the Company”)
ANNOUNCEMENT REGARDING THE ACQUISITION OF A STAKE IN EQUITES PROPERTY FUND LIMITED
1. Introduction
Shareholders are advised that Brimstone has entered into a subscription agreement with
Equites Property Fund Limited (“Equites”) relating to the subscription by Brimstone, via a
wholly-owned subsidiary Newshelf 1331 Proprietary Limited, of 28 million Equites ordinary
shares at a price of R12.50 per share (“the Transaction”).
2. Background
Equites has undertaken an accelerated book-build, as announced on 5 November 2015 (“the
Accelerated Book-Build”). In terms of the Accelerated Book-Build, Brimstone has applied for
and has now been allocated 28 million Equites ordinary shares for a total consideration of
R350 million. The Equites ordinary shares will be registered in Brimstone’s wholly-owned
subsidiary’s name on 19 November 2015 (“the Effective Date”).
The Transaction will result in Brimstone indirectly owning a circa 10% stake in Equites post the
issue of new Equites ordinary shares in terms of the Accelerated Book-Build.
3. Description of Equites
Equites is a specialist logistics property developer and landlord which is listed on the JSE as a
Real Estate Investment Trust (“REIT”). Equites’ value proposition includes a focus on the top-
end of the industrial property market, complemented by its proven ability to develop A-grade
industrial buildings internally and unlock key logistics nodes.
4. Rationale for the Transaction
Brimstone continues to seek investment opportunities which will create long-term value for its
shareholders. The Transaction allows Brimstone to establish property as a new area of focus.
Equites’ diversified portfolio of high quality logistics properties and its strong management
team are particularly attractive to Brimstone.
5. Consideration for the Transaction
Brimstone shall pay a cash consideration of R350 million (“the Purchase Consideration”) for the
28 million Equites ordinary shares. The Purchase Consideration will be settled by way of bank
funding in the amount of approximately R300 million, with the balance being settled out of its
own cash resources.
6. Conditions precedent
The Transaction is not subject to any conditions.
7. Value and profits attributable to the net assets
The value of the net assets of Equites as at 31 August 2015, the last reported date, is
R1 915 013 000 and the profits attributable to the net assets of Equites for the six months
ended 31 August 2015 are R208 526 000.
8. Categorisation of the Transaction
The Transaction is categorised as a Category 2 transaction for Brimstone in terms of the JSE
Listings Requirements.
18 November 2015
Cape Town
Investment Bank and Sponsor
Nedbank Corporate and Investment Banking
Legal adviser
ENSafrica
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