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COLLINS PROPERTY GROUP LIMITED - Disposal of Letting Enterprises

Release Date: 05/06/2025 17:00
Code(s): CPP     PDF:  
Wrap Text
Disposal of Letting Enterprises

Collins Property Group Limited
(Registration number: 1970/009054/06)
Incorporated in the Republic of South Africa
JSE Share code: CPP ISIN: ZAE000152658
(Approved as a REIT by the JSE)
("Collins" or "the Company")

DISPOSAL OF LETTING ENTERPRISES

1.      INTRODUCTION AND RATIONALE

Shareholders are advised that:
- Imbali Props 21 Proprietary Limited, a wholly owned subsidiary of Collins, has signed an agreement
  to dispose of the properties and letting enterprises known as Nquthu Shopping Centre ("Nquthu")
  and Ezulwini Royal Shopping Centre situated in Ulundi ("Ulundi") to Fairvest Limited ("Fairvest" or
  "the Purchaser") (a JSE listed REIT), for an aggregate consideration of R105,500,000 (inclusive of
  VAT at a rate of 0%) (the "Nquthu and Ulundi Purchase Consideration") (the "Nquthu and Ulundi
  Transaction"); and

-    Colkru Investments Proprietary Limited, a 90% owned subsidiary of Collins, has signed an
     agreement to dispose of the property and letting enterprise known as Eyethu Junction Shopping
     Centre ("Eyethu") to Fairvest for an aggregate consideration of R103,200,000 (inclusive of VAT at
     a rate of 0%) (the "Eyethu Purchase Consideration") (the "Eyethu Transaction").

The Nquthu and Ulundi Transaction and the Eyethu Transaction (collectively the "Transactions") form
part of Collins' strategy to recycle capital. The net proceeds of the Transactions have been earmarked
to fund investments in the Netherlands.

2.      TERMS OF THE NQUTHU AND ULUNDI TRANSACTION

The effective date of the Nquthu and Ulundi Transaction will be the date of registration of transfer of
Nquthu and Ulundi into the name of the Purchaser.

The Nquthu and Ulundi Purchase Consideration will be paid in cash against registration of transfer of
Nquthu and Ulundi into the name of the Purchaser ("Nquthu and Ulundi Registration Date").

In the event that transfer of Nquthu and Ulundi has not taken place by 30 June 2025, the Nquthu and
Ulundi Purchase Consideration will escalate on a pro rata basis by 0.5% per month, calculated from 1
June 2025 to the Nquthu and Ulundi Registration Date.

The Nquthu and Ulundi Transaction remains subject to the fulfilment of the following conditions
precedent:
- within 5 business days of the signature date, Fairvest has notified Collins in writing that it has
    secured sufficient funding to complete the Nquthu and Ulundi Transaction;
- within 120 business days of the signature date, the Nquthu and Ulundi Transaction has been
    approved by the Competition Commission and/or Competition Tribunal in terms of the Competition
    Act 89 of 1998; and
- Collins and Fairvest have each obtained all such approvals as may be required under the JSE
    Limited Listings Requirements ("Listings Requirements") in respect of the Nquthu and Ulundi
    Transaction.
The Nquthu and Ulundi Transaction on the one hand and the Eyethu Transaction on the other are inter-
conditional.

Collins has provided a 12-month rental guarantee of R80.00 per square metre (exclusive of VAT) to the
Purchaser in respect of vacant premises of 1 226m² at Ulundi, commencing on the Nquthu and Ulundi
Registration Date.

The agreement for the Nquthu and Ulundi Transaction contains undertakings, warranties and
indemnities which are normal for a transaction of this nature.

3.     TERMS OF THE EYETHU TRANSACTION

The land on which Eyethu is constructed is owned by Khetshe Investments CC and is leased by Collins
in terms of a registered notarial head lease.

The effective date of the Eyethu Transaction will be the date of registration of the cession and
assignment of the notarial head lease for Eyethu into the name of the Purchaser ("Eyethu Registration
Date").

The Eyethu Purchase Consideration will be paid in cash against registration of the notarial deed on the
Eyethu Registration Date.

In the event that the Eyethu Registration Date has not taken place by 30 June 2025 the Eyethu
Purchase Consideration will escalate on a pro rata basis by 0.5% per month, calculated from 1 June
2025 to the Eyethu Registration Date.

The Eyethu Transaction remains subject to the fulfilment of the following conditions precedent:

-    within 5 business days of the signature date, Fairvest has notified Collins in writing that it has
     secured sufficient funding to complete the Eyethu Transaction;
-    within 15 business days of the signature date, the form and content of the notarial deed of cession
     and delegation of the notarial head lease for Eyethu has been agreed by Collins and Fairvest;
-    within 120 business days of the signature date, the Eyethu Transaction has been approved by the
     Competition Commission and/or Competition Tribunal in terms of the Competition Act 89 of 1998;
     and
-    Collins and Fairvest have each obtained all such approvals as may be required under the Listings
     Requirements in respect of the Transaction.

The agreement for the Eyethu Transaction contains undertakings, warranties and indemnities which
are normal for a transaction of this nature.

4.    PROPERTY SPECIFIC INFORMATION

 Property name                Location             Sector    GLA (m2)        Average        Purchase
                                                                                rental            price
                                                                               (R/m2)     attributable
                                                                                               to each
                                                                                          Property (R)
                              Nquthu, Kwa-Zulu
 Nquthu Shopping Centre       Natal                Retail         4 895        135.57     R66,600,000
 Ezulwini Royal Shopping      Ulundi, Kwa-Zulu
 Centre                       Natal                Retail         4 476         81.33     R38,900,000
 Eyethu Junction Shopping     Madadeni,
 Centre                       Kwa- Zulu Natal      Retail         7 498        142.18    R103,200,000


The purchase consideration attributable to each of the Properties is considered to be fair market value,
as determined by the directors of Collins. The directors of Collins are not registered as professional
advisors or as professional associate advisors in terms of the Property Valuers Profession Act, No 47
of 2000.

5.    FINANCIAL INFORMATION

The value of the investment properties which are the subject of the respective Transactions, as at the
relevant transfer dates is approximately R105,500,000 for the Nquthu and Ulundi Transaction, and
approximately R103,200,000 for the Eyethu Transaction. The net operating income (excluding straight-
lining rental income adjustments) of the Nquthu and Ulundi Properties and Eyethu, based on the audited
financial statements of Collins (prepared in terms of IFRS) for the twelve months ended 28 February
2025, is c.R9,590,962 and R9,830,718 respectively.

6.    CATEGORISATION OF THE TRANSACTION

The Transactions, when aggregated, constitute a Category 2 transaction for Collins in terms of the
Listings Requirements and as such are not subject to Collins' shareholder approval.

Cape Town
5 June 2025

Sponsor
Questco Corporate Advisory Proprietary Limited

Date: 05-06-2025 05:00:00
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