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FAIRVEST PROPERTY HOLDINGS LIMITED - Condensed Consolidated Results For Six Months Ended 31 December 2015

Release Date: 03/03/2016 07:30
Code(s): FVT     PDF:  
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Condensed Consolidated Results For Six Months Ended 31 December 2015

FAIRVEST PROPERTY HOLDINGS LIMITED   
Incorporated in the Republic of South Africa   
(Registration number 1998/005011/06)   
("Fairvest" or "the company" or "the group")   
Share code: FVT   ISIN: ZAE0000203808   
Granted REIT status with the JSE


CONDENSED CONSOLIDATED RESULTS
FOR SIX MONTHS ENDED 31 DECEMBER 2015

Distribution for the period
increased by 10.02% to
8.171 cents per share

Like for like annualised
property income
increased by 12.2%

Vacancies reduced
to 1.6% of the total
lettable area – lowest
vacancy levels to date

Increased tenant retention
to 84.3%

Net asset value increased
to 185.6 cents per share

Anchor and
national tenant
component of 77.4%

13.1% increase achieved on
renewals

Distribution growth of 9.25%
to 10.25% for the year to
30 June 2016 expected

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
  
                                              Unaudited     Unaudited       Audited
                                                 31 Dec        31 Dec       30 June
                                                   2015          2014          2015
                                                  R'000         R'000         R'000
ASSETS            
NON-CURRENT ASSETS                            1 726 708     1 123 365     1 365 593
Investment property                           1 687 880     1 100 834     1 337 428
Loans receivable                                  3 674         3 817         3 761
Investments                                       2 024             –         1 979
Derivative asset                                    869             –             –
Office equipment                                    556           305           269
Operating lease asset                            31 705        18 409        22 156
CURRENT ASSETS                                   47 633        22 824        20 856
Current portion of interest-bearing            
loans                                             2 963         1 396         1 399
Trade and other receivables                      35 425        16 055        16 030
Cash and cash equivalents                         9 245         5 373         3 427
            
TOTAL ASSETS                                  1 774 341     1 146 189     1 386 449
EQUITY AND LIABILITIES            
EQUITY AND RESERVES                           1 221 458         5 274     1 105 421
Ordinary share capital                          105 332         5 274         5 994
Retained earnings                             1 116 126             –     1 099 427
NON-CURRENT LIABILITIES                         413 209     1 071 122       209 239
Linked unit debentures and premium                    –       841 393             –
Interest-bearing borrowings                     405 427       229 729       203 063
Derivative liabilities                                –             –           411
Other non-current liabilities                     7 518             –         5 490
Deferred taxation                                   264             –           275
CURRENT LIABILITIES                             139 674        69 793        71 789
Interest-bearing borrowings                      93 300             –        44 371
Trade and other payables                         46 374        69 793        27 418
            
TOTAL EQUITY AND LIABILITIES                  1 774 341     1 146 189     1 386 449

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                                              Unaudited     Unaudited       Audited
                                               6 months      6 months     12 months
                                              to 31 Dec     to 31 Dec    to 30 June
                                                   2015          2014          2015
                                                  R'000         R'000         R'000
GROSS REVENUE                                   134 445        89 377       187 926
Rental income – contractual                     123 907        84 622       178 698
              – straight-line accrual            10 538         4 755         9 228
Property expenses                              (46 138)      (30 342)      (65 773)
Net profit from property operations              88 307        59 035       122 153
Corporate administrative expenses               (8 070)       (5 806)      (12 142)
OPERATING PROFIT                                80 237         53 229       110 011
Fair value adjustment to investment     
properties                                            –           295        82 386
Fair value adjustment to derivatives              1 279             –         (411)
Fair value adjustment to debentures                   –       (8 241)       (8 242)
Fair value adjustment to investments                 45             –          (21)
Finance cost                                   (19 583)      (10 207)      (23 702)
Investment revenue                                  741           335         1 025
PROFIT BEFORE DEBENTURE      
INTEREST                                         62 719        35 411       161 046
Debenture interest                                    –      (39 033)      (38 992)
PROFIT AFTER DEBENTURE      
INTEREST                                         62 719       (3 622)       122 054
Capital raising expenses                              –             –       (4 198)
PROFIT BEFORE TAXATION                           62 719       (3 622)       117 856
Taxation                                             11         3 622         3 348
COMPREHENSIVE INCOME      
ATTRIBUTABLE TO SHAREHOLDERS                     62 730             –       121 204
Profit and total comprehensive      
income attributable to:      
– Owners of the parent                           62 730             –       121 204
– Non-controlling interest                            –             –             –
                                                 62 730             –       121 204
Reconciliation between profit
attributable to shareholders,
distributable earnings and
headline earnings per share     
Profit attributable to shareholders              62 730             –       121 204
Fair value adjustment to investment     
properties (net of taxation)                          –         (295)      (82 386)
Headline and diluted headline     
earnings/(loss) attributable to     
shareholders                                     62 730         (295)        38 818
Fair value adjustment to      
debentures                                            –         8 241         8 242
Debenture interest                                    –        39 033        38 992
Headline and diluted headline     
profit attributable to shareholders/     
linked unitholders                               62 730        46 979        86 052
Straight-line rental income accrual            (10 538)       (4 755)       (9 228)
Fair value adjustments to     
derivatives                                     (1 279)             –           411
Fair value adjustments to     
investments                                        (45)             –            21
Debt raising fees                                   181           585         3 549
Capital raising expenses                              –             –         4 198
Taxation                                           (11)       (3 622)       (3 348)
Share issued cum distribution                     2 749             –         3 519
Distributable earnings                           53 787        39 187        85 174
Distribution                                     53 787        39 187        85 174
DISTRIBUTION (Dividend and     
debenture interest)*     
Interim distribution per share/     
linked unit (cents)                               8.171         7.427         7.427
Final dividend declaration per     
share (cents)                                         –             –         7.679
Total distribution per share/     
linked unit (cents)                               8.171         7.427        15.106
EARNINGS PER SHARE      
Basic and diluted earnings per      
share (cents) **                                  10.05             –         22.44
Headline and diluted headline loss      
per share (cents) **                              10.05        (0.06)          7.19
Headline and diluted headline      
earnings per share (cents) **                     10.05          8.94         15.93
Net asset value per share and net      
tangible asset value per share      
(cents)***                                       185.57        160.54        184.41
Share statistics (excluding     
treasury shares)     
Shares in issue                             658 261 805   527 636 276   599 438 276
Less: Treasury shares                                 –     (248 001)             –
Effective shares in issue                   658 261 805   527 388 275   599 438 276
Weighted average number of     
shares                                      624 054 644   525 762 609   540 053 358

*   Distributions consists of dividends declared and debenture interest paid in the
    prior year (prior to the conversion to a share only capital structure). Prior to
    the conversion of the capital structure debenture interest were calculated on
    the capital at a variable rate equal to 99.9% of the net profit of the company
    before taxation, but after adjusting for extraordinary income and expenditure,
    capital gains and losses, and capital expenditure.
 
**  Headline earnings have been presented in accordance with IAS 33. In the
    prior year in terms of the former linked unit structure of the group, every
    shareholder was a debenture holder, coupled in the terms of the Debenture
    Trust Deed which stated that 99.9% of profits were attributable to debenture
    holders. This resulted in the benefits of improved trading, which would be
    ordinarily attributable to shareholders, being expensed in the statements of
    comprehensive income as a fair value adjustment to debentures and debenture
    interest. This resulted in no profit being attributable to ordinary shareholders.

*** In the prior year linked unit debentures were included in the net asset value and
    net tangible asset value calculation.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS   

                                        Unaudited    Unaudited      Audited
                                         6 months     6 months    12 months
                                        to 31 Dec    to 31 Dec   to 30 June
                                             2015         2014         2015
                                            R'000        R'000        R'000

Cash inflow from operating
activities                                  7 451        5 331        4 239
Cash outflow to investing activities    (350 787)     (11 353)    (168 953)
Cash inflow from financing
activities                                349 154        7 729      164 475
Net increase/(decrease) in cash
and cash equivalents                        5 818        1 707        (239)
Cash and cash equivalents at
beginning of period                         3 427        3 666        3 666
Cash and cash equivalents
at end of period                            9 245        5 373        3 427

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

                                            Share     Retained
                                          capital     earnings        Total
                                            R'000        R'000        R'000
Balance at 1 July 2014                      5 254            –        5 254
Disposal of treasury linked units              20            –           20
Total comprehensive income for      
the period                                      –            –            –
Balance at 31 December 2014                 5 274            –        5 274
Disposal of treasury linked units               2            –            2
Linked units issued                           718            –          718
Conversion of debentures                        –      978 223      978 223
Total comprehensive income for      
the period                                      –      121 204      121 204
Balance at 30 June 2015                     5 994    1 099 427    1 105 421
Shares issued                             100 000            –      100 000
Capital issue expenses                      (662)            –        (662)
Total comprehensive income for      
the period                                      –       62 730       62 730
Dividends paid and declared                     –     (46 031)     (46 031)
Balance at 31 December 2015               105 332    1 116 126    1 221 458

OTHER SEGMENTAL INFORMATION
  
                                        Unaudited    Unaudited      Audited
                                           31 Dec       31 Dec      30 June
                                             2015         2014         2015
          
Regional profile based on          
leasable area          
KwaZulu-Natal                               24.8%        24.4%        31.0%
Western Cape                                17.9%        24.5%        22.0%
Gauteng                                     17.2%        27.7%        21.6%
Free State                                  17.2%         1.6%         3.0%
Northern Cape                               10.0%         7.2%         6.3%
Limpopo                                      6.6%         9.5%         8.2%
Eastern Cape                                 3.6%         5.1%         4.5%
Mpumalanga                                   2.7%            –         3.4%

Vacancy profile based on
gross lease area
Gross lease area in metres      
squared as at end of period*              173 999      123 087      139 247
Properties held                                37           31           34
Vacancy area in metres squared*             2 751        4 804        6 058
Vacancy area as % of gross            
lease area                                   1.6%         3.9%         4.4%

Regional vacancy profile (m2)
(regions where vacancies are
located)  
Western Cape                                1 103        1 171        1 708
Free State                                    689            –            –
KwaZulu-Natal                                 622          680        2 653
Gauteng                                       201        2 177          894
Northern Cape                                  85          207          207
Limpopo                                        51          569          101
Eastern Cape                                    –            –          495

*  Gross lease area and vacancy in the prior and current periods has been updated
   after the remeasurement of various properties and excludes unlettable space.

CONDENSED CONSOLIDATED SEGMENT REPORT

                                                                                                                     Reconciling
                               Eastern                       KwaZulu-   Western   Northern                                items/
                                 Cape Free State    Gauteng     Natal      Cape       Cape    Limpopo  Mpumalanga (Eliminations)         Total

For the six months ended 31 December 2015

Revenue – external customers    4 394     15 624     20 825    31 702    24 165     13 160      9 194       4 843              –       123 907
Operating profit                3 333      9 691     14 286    24 778    14 912      7 022     11 155       3 130        (8 070)        80 237
Total assets                   39 993    278 003    251 460   495 392   325 954    164 476    125 713      58 374         34 976     1 774 341
 
For the six months ended 31 December 2014 
 
Revenue – external customers    4 388      1 651     17 564    23 590    22 602      7 333      7 494           –              –        84 622
Operating profit                3 581      1 235      8 407    21 430    16 464      3 380      4 719           –        (5 987)        53 229
Total assets                   45 302     22 733    203 072   406 782   284 618     53 627    111 461           –         18 594     1 146 189
 
For the year ended 30 June 2015 
 
Revenue – external customers    8 657      3 357     36 978    49 962    46 182     14 752     16 570       2 240              –       178 698
Operating profit                6 716      2 714     18 937    42 519    30 632      7 121     11 665       1 849       (12 142)       110 011
Total assets                   40 087     26 046    246 707   491 142   320 117     64 607    120 040      60 304         17 399     1 386 449

Basis of preparation and accounting policies
The preparation of these condensed consolidated financial statements was supervised by the Chief Financial Officer,
BJ Kriel CA(SA).

The accounting policies applied in the preparation of these condensed consolidated results for the six months ended
31 December 2015, which are based on reasonable judgements and estimates, are in accordance with International
Financial Reporting Standards ("IFRS") and are consistent with those applied in the annual financial statements for
the year ended 30 June 2015. Any other new and amendments to IFRS and IFRIC interpretations did not impact
on the financial position or performance of the company but has resulted in additional disclosures. These audited
condensed consolidated results, as set out in this report, have been prepared in accordance and containing the
information required by IAS 34 – Interim Financial Reporting, the SAICA Financial Reporting Guidelines as issued by
the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting
Council, the Companies Act of South Africa, No 71 of 2008, as amended ("Companies Act") and the Listings
Requirements of JSE Limited.

These condensed consolidated results for the six months ended 31 December 2015 have been prepared in accordance
with the historic cost basis, except for the measurement of investment properties, debentures and certain financial
assets and financial liabilities which are stated at fair value.

The financial results are presented in Rands, which is Fairvest's functional and presentation currency and have been
prepared on a going concern basis.

These condensed consolidated results have not been reviewed or audited by the company's auditors, BDO South
Africa Inc.

Estimates and critical judgements
Except for the measurement of investment properties, debentures and certain financial assets and financial liabilities
the financial statements do not include any material estimates.

COMMENTARY

INTRODUCTION
Fairvest is a property investment holding company and a Real Estate Investment Trust ("REIT"), with a unique focus on
retail assets weighted toward non-metropolitan and rural shopping centres, as well as convenience and community
shopping centres servicing the lower LSM market, in high-growth nodes, close to commuter networks. The Fairvest
property portfolio consists of 37 properties, with 173 999m2 of lettable area and valued at R1 722.8 million.

REVIEW OF RESULTS
Fairvest board of directors are pleased to announce an interim dividend distribution of 8.171 cents per share for the
six months ended 31 December 2015, which is a 10.02% increase from the previous period and again exceeding our
guidance previously issued of between 9% and 10% growth in distribution.

Distribution history (cents per share/linked unit)        Interim      Final       Total
June 2011                                                   5.000      5.900      10.900
June 2012                                                   5.200      6.300      11.500
June 2013                                                   4.570      6.000      10.570
June 2014                                                   6.750      6.970      13.720
June 2015                                                   7.427      7.679      15.106
June 2016                                                   8.171   

Revenue for the six months ended 31 December 2015 increased by 50.4% to R134.4 million as a result of income
growth in the historic portfolio as well as the acquisitions during the past year. Net profit from property operations
increased by 49.6% to R88.3 million, while administration expenses increased by 39.0% to R8.1 million, resulting in
distributable earnings increasing by 37.3% to R53.8 million. Gross property expenses as a ratio of revenue increased
slightly from 36.8% for the year to 30 June 2015 to 37.2%, mainly as a result of the increases in rates and taxes
and electricity. Cost containment and more efficient recoveries of municipal charges within the portfolio assisted to
offset the increases in utilities as indicated in the net property expense ratio (expenses net of utility recoveries) which
decreased from 17.3% in the previous financial year to 17.0%.

Gross rentals across the portfolio trended upwards, with a 5.9% increase in the weighted average rental to
R97.25/m2 at 31 December 2015 compared to R91.85/m2 at 30 June 2015. At 31 December 2015 the weighted
average contractual escalation for the portfolio increased to 7.5%, from 7.4% as at 30 June 2015. The relatively
low contractual escalation percentage is mainly as a result of the high national tenant component of 77.4% of the
portfolio, which provides shareholders with a relatively low risk investment profile.

CAPITAL RAISING ACTIVITIES
Shareholders are referred to the company's SENS announcement dated 15 October 2015, regarding the placement
of 58 823 529 new ordinary shares which were issued through a vendor consideration placement at an issue price of
R1.70 per share, raising R100 million of new equity.

PROPERTY PORTFOLIO
The total value of the property portfolio increased by 26.5% from R1 361.8 million in June 2015 to R1 722.8 million.
The increase is as a result of the acquisitions during the period as well as capital expenditure incurred.

Portfolio valuation history             R'million
June 2011                                    99.5
June 2012                                   103.5
June 2013                                   774.8
June 2014                                 1 109.1
June 2015                                 1 361.8
June 2016                                 1 722.8

The board of directors took the decision not to revalue the portfolio at 31 December 2015, given the volatility and
uncertainty in the markets. The portfolio therefore remains at the 30 June 2015 valuations, with the only increases
being the acquisitions during the period and capital expenditure incurred. In line with the accounting policy of the
group, a third of the portfolio will be valued by independent external valuers annually and the remainder of the
portfolio will be valued by management.

Acquisitions
Shareholders are referred to the company's various SENS announcements, regarding certain acquisitions by the
company. Seven new properties were acquired during the period, of which three transferred during the current
period and four are expected to transfer before the end of the financial year.

Properties transferred during the year

                                                         Purchase
                                                            price      Anchor        Date of
Property                       Location      GLA (m2)       R'000     tenants       transfer
Sibilo                    Northern Cape         8 563      96 323    Shoprite      24-Aug-15
Middestad Centre             Free State        19 803                Shoprite      26-Aug-15
Mega Park                    Free State         5 960                  Fielli      26-Aug-15
Redefine portfolio                             25 763     242 927

Properties transferred after 31 December 2015
                                                         Purchase                   Expected
                                                            price      Anchor        date of
Property                       Location      GLA (m2)       R'000     tenants       transfer
Parow Valley Spar*         Western Cape         8 543      27 850        Spar       1-May-16
Mqanduli Boxer             Eastern Cape         6 945                   Boxer       1-May-16
Tabankulu Boxer            Eastern Cape         4 117                   Boxer       1-May-16
Elliotdale Boxer           Eastern Cape         6 945                   Boxer       1-May-16
Mainstream portfolio**                         18 007     129 000 

* – The Parow Valley Spar will be acquired in a newly incorporated subsidiary, of which Fairvest owns 50%.
** – The Mainstream portfolio will be acquired in a newly incorporated subsidiary, of which Fairvest owns 80%.

Portfolio enhancements

St George Square
When the property was acquired in 2012, approximately 1 867m2 was unlettable space, which was not included in
the purchase consideration. Fairvest has been able to unlock this value by upgrading the space and creating 1 872m2
of additional retail and storage area to service existing tenants in the centre. The project is expected to be completed
during the second half of the financial year with the majority of the newly created space already let. In addition to
the creation of additional GLA, the centre is being repainted and new signage pylons provided to improve the overall
shopping experience by way of enhanced aesthetics.

Qualbert Centre
A redevelopment was undertaken at Qualbert Centre during the period by introducing a food anchor to the centre
after concluding a 10-year lease with Pick n Pay. This has significantly reduced the vacancies at the centre and has
improved the tenant quality. The project also included a façade upgrade to the centre and improved lighting, this is
expected to be completed by year-end.

Tokai Junction
The centre is currently being modernised by way of improved signage and a façade upgrade. The upgrade has already
contributed positively to the rental renewals at the centre.

PORTFOLIO COMPOSITION, LETTING AND VACANCIES
Tenant grade as a percentage of GLA
A-grade tenants                                 77.4%
B-grade tenants                                  7.5%
C-grade tenants                                 15.1%

A – Anchor and national tenants
B – Franchise, professional and large tenants
C – Other

Vacancies reduced from 4.4% to 1.6% or 2 751m2 during the period under review, mainly as a result of some positive
letting at Qualbert Centre, Richmond Shopping Centre and Nyanga Junction, bringing our vacancy levels to the
lowest to date.

During the period under review 33 new leases were concluded which equated to a GLA of 6 268m2. Renewal activity
was also positive with a 13.1% escalation achieved on the 7 040m2 of leases that were renewed during the period.
Tenant retention for the period was 84.3%, a slight increase from the 81.0% of June 2015 year. Of the 17 583m2
expiring by June 2016, 24.8% is represented by a Department of Public Works lease at SASSA House which is due to
expire in April 2016. We are currently in negotiations regarding this lease.

                              Based on       Based on
Lease expiry profile      rentable area  gross rental
Vacant                            1.6%              –
Monthly/expired                   5.2%           4.4%
30 June 2016                     10.1%          10.1%
30 June 2017                     19.4%          22.2%
30 June 2018                     19.6%          21.4%
30 June 2019                     10.5%          10.7%
After 30 June 2020               33.6%          31.2%

BORROWINGS
The loan to value ("LTV") ratio was 28.7% (LTV is calculated as total interest-bearing debt divided by total property
assets). Expected gearing levels after the conclusion of the Parow Spar and Mainstream acquisitions will be 33.3%.
As at 31 December 2015, 36.2% of the debt was fixed either through swaps or fixed rate loans, with a weighted
average expiry for the fixed debt of 29 months.

The weighted average all-in cost of funding decreased from 9.02% at June 2015 to 8.79% at 31 December 2015. The
weighted average maturity of debt decreased slightly from 31 months to 27 months.

As communicated in our June 2015 results, our strategy remains to keep our gearing levels low, therefore reducing
the relative exposure to floating interest rates. Given the high cost of hedging in a volatile environment, the board
has decided to mitigate the risk to interest rates, should the current volatility in the market prevail, by disposing of
non-core assets in order to reduce our LTV to below 25%.

PROSPECTS
With an increased level of uncertainty and volatility in the financial markets and the lacklustre economic growth, we
anticipate that tough trading conditions will continue for the remainder of the financial year. Despite the economic
outlook, the benefit of improved occupancies, together with the most recent property acquisitions should allow
for continued strong growth in distributions. Given the performance of the 6 months to 31 December 2015, management
reassessed the outlook for the remainder of the financial year and is confident we will be able to achieve distribution
growth of between 9.25% and 10.25% for the 2016 financial year.  

This view assumes that there be no material deterioration in the macroeconomic environment relative to current
levels, that no major corporate failures will occur and that tenants will be able to absorb increases in municipal and
utility costs. Forecast rental income is based on contractual lease terms and anticipated market-related renewals.
This forecast is the responsibility of the board of Fairvest and has not been reviewed or reported on by the auditors.

DIVIDEND
The board has approved and declared a final gross dividend of 8.171 cents per share for the six month period ended
31 December 2015 from fixed income reserves, payable to shareholders registered as such at the close of business
on Friday, 1 April 2016.

Last date to trade shares cum dividend     Wednesday, 23 March 2016
Shares commence trading ex dividend         Thursday, 24 March 2016
Record date                                    Friday, 1 April 2016
Payment date                                   Monday, 4 April 2016

Shares may not be dematerialised or rematerialised between Thursday, 24 March 2016 and Friday, 1 April 2016, both
days inclusive.

In accordance with Fairvest's status as a REIT, shareholders are advised that the dividend meets the requirements
of a "qualifying distribution" for the purposes of section 25BB of the Income Tax Act, 58 of 1962 ("Income Tax
Act"). The distribution on the shares will be deemed to be a dividend, for South African tax purposes, in terms of
section 25BB of the Income Tax Act. Accordingly, qualifying distributions received by local tax residents must be
included in the gross income of such shareholders (as a non-exempt dividend in terms of section 10(1)(k)(aa) of the
Income Tax Act), with the effect that the qualifying distribution is taxable as income in the hands of the shareholder.
These qualifying distributions are, however, exempt from dividend withholding tax in the hands of South African tax
resident shareholders, provided that the South African resident shareholders have provided the following forms to
their Central Securities Depository Participant ("CSDP") or broker, as the case may be, in respect of uncertificated
shares, or the transfer secretaries, in respect of certificated shares:

(a)   a declaration that the dividend is exempt from dividends tax; and
(b)   a written undertaking to inform the CSDP, broker or the Transfer Secretaries, as the case may be,

both in the form prescribed by the Commissioner for the South African Revenue Service. Shareholders are advised
to contact their CSDP, broker or the transfer secretaries, as the case may be, to arrange for the abovementioned
documents to be submitted prior to payment of the dividend, if such documents have not already been submitted.

Qualifying distributions received by non-resident shareholders will not be taxable as income and instead will be
treated as ordinary dividends but which are exempt in terms of the usual dividend exemptions per section 10(1)(k)
of the Income Tax Act. Any qualifying distribution received by a non-resident from a REIT will be subject to dividend
withholding tax at 15%, unless the rate is reduced in terms of any applicable agreement for the avoidance of
double taxation ("DTA") between South Africa and the country of residence of the shareholder. Assuming dividend
withholding tax will be withheld at a rate of 15%, the net amount due to non-resident shareholders will be
6.94535 cents per share. A reduced dividend withholding tax rate in terms of the applicable DTA, may only be relied
on if the non-resident shareholder has provided the following forms to their CSDP or broker, as the case may be, in
respect of the uncertificated shares, or the transfer secretaries, in respect of certificated shares:

(a)   a declaration that the dividend is subject to a reduced rate as a result of the application of a DTA; and
(b)   a written undertaking to inform their CSDP, broker or the Transfer Secretaries, as the case may be, should the
      circumstances affecting the reduced rate change or the beneficial owner cease to be the beneficial owner,

both in the form prescribed by the Commissioner for the South African Revenue Service. Non-resident shareholders
are advised to contact their CSDP, broker or the Transfer Secretaries, as the case may be, to arrange for the
abovementioned documents to be submitted prior to payment of the dividend if such documents have not already
been submitted, if applicable.

Local tax resident shareholders as well as non-resident shareholders are encouraged to consult their professional
advisors should they be in any doubt as to the appropriate action to take.

Shares in issue at the date of declaration of the final distribution: 658 261 805

Income tax reference number: 9205/066/06/1

SUBSEQUENT EVENTS
Shareholders are referred to the company's SENS announcements dated 19 January 2016 and 22 February 2016
regarding the acquisition of Shoprite Heidelberg. Fairvest will not be proceeding with the transaction.

The directors of Fairvest are not aware of any further material matters or circumstances arising between 31 December
2015 and this report which may materially affect the financial position of the group or the results of its operation.

APPRECIATION
We extend our appreciation to our directors, management and staff for their valued efforts as well as our advisers
and shareholders for their continuing belief in and support of Fairvest.

For and on behalf of the board

Fairvest Property Holdings Limited

Cape Town
3 March 2016

Executive                                                  Non-executive
DM Wilder (Chief executive officer)                        JF du Toit (Chairman)
BJ Kriel (Chief financial officer)                         LW Andrag (Lead independent non-executive)#
AJ Marcus (Chief operating officer)*                       KR Moloko #
*alternate to DM Wilder                                    N Mkhize #
                                                           JD Wiese #
                                                           # independent

Company Secretary
SecCorp Secretarial Services Proprietary Limited

Registered office
8th Floor, The Terraces, 34 Bree Street, Cape Town, 8001
Postnet Suite 30, Private Bag X3, Roggebaai, 8012

Transfer secretaries
Computershare Investor Services Proprietary Limited
Ground Floor, 70 Marshall Street, Johannesburg, 2001
PO Box 61051, Marshalltown, 2107

Auditor                                                    Sponsor
BDO South Africa Incorporated                              PSG Capital Proprietary Limited
Registered Auditors

www.fairvest.co.za
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