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FFA/FFB - Fortress Income Fund Limited - Acquisition of linked units in Vukile

Release Date: 28/07/2011 17:17
Code(s): FFA FFB
Wrap Text

FFA/FFB - Fortress Income Fund Limited - Acquisition of linked units in Vukile Property Fund Limited ("Vukile") FORTRESS INCOME FUND LIMITED (Incorporated in the Republic of South Africa) Registration number 2009/016487/06 Share codes: FFA ISIN: ZAE000141313 FFB ISIN: ZAE000141321 ("Fortress") ACQUISITION OF LINKED UNITS IN VUKILE PROPERTY FUND LIMITED ("VUKILE") Unitholders are advised that Fortress has entered into an agreement with Lazarus Capital (Proprietary) Limited ("the seller") in terms of which it will acquire from the seller 25 500 000 linked units in Vukile for a cash consideration of R13,10 per linked unit, amounting to an aggregate consideration of R334 050 000("the transaction"). The acquisition was effective on Tuesday, 26 July 2011 and payment of the cash consideration will be made against delivery of the Vukile linked units. The acquisition is not subject to any outstanding conditions precedent. The acquisition of these listed property securities is consistent with Fortress` strategy to be a hybrid fund with direct and indirect holdings in property assets and allows Fortress to increase its gearing appropriately. The pro forma financial effects set out in the table below are the responsibility of the Fortress directors and have been prepared for illustrative purposes only, to show how the transaction may have affected Fortress` published unaudited consolidated interim financial results for the six months ended 31 December 2010. Due to their nature, the pro forma financial effects may not fairly present Fortress` financial position, changes in equity, results of operations or cash flows following the transaction. Before the Pro forma Change transaction after the transaction Earnings per A and B linked unit 5.36 12.81 139.0% (cents) Headline earnings per A linked unit 55.62 63.07 13.4% (cents) Headline earnings per B linked unit 10.86 19.20 76.8% (cents) Distribution per B linked unit (cents) 6.04 6.93 14.7% Weighted average A linked units in 220 750 000 220 750 000 issue Weighted average B linked units in 220 750 000 220 750 000 issue Notes: 1. The amounts set out in the "Before the transaction" column have been extracted from the unaudited consolidated interim financial results of Fortress for the six months ended 31 December 2010. 2. The effect on NAV and NTAV per A and B linked unit is not material and has not been disclosed. 3. The effect on distribution per A linked unit remains unchanged and has not been disclosed. Distribution per B linked unit as set out in the "Pro forma after the transaction" column reflects what the distribution per B linked unit would have been had the effective date of the transaction been 1 July 2010. 4. Headline earnings per A and B linked unit as set out in the "Pro forma after the transaction" column reflect what the headline earnings per A and B linked unit would have been had the effective date of the transaction been 1 July 2010. 5. A total of 25 500 000 Vukile linked units were acquired at a price of R13.10 per linked unit. 6. It has been assumed that Fortress earned distributable income from the Vukile linked units based on Vukile`s historical distribution of 67.10 cents per linked unit in respect of the six months ended 31 March 2011. 7. The total purchase consideration of approximately R334 million is assumed to be funded using interest-bearing borrowings. 8. Interest on the interest-bearing borrowings is assumed to be incurred at 9% per annum. 9. A fair value gain on investments has been recognised using Vukile`s bid linked unit price at 31 December 2010 of R14.60. 28 July 2011 Sponsor to Fortress Java Capital Date: 28/07/2011 17:17:44 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.