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Redefine - Financial Effects Of The Proposed Spearhead Transaction

Release Date: 15/08/2006 12:04
Code(s): RDF
Wrap Text

Redefine - Financial Effects Of The Proposed Spearhead Transaction And Withdrawal Of Cautionary Announcement Redefine Income Fund Limited (Registration No. 1999/018591/06) Share Code: RDF & ISIN Code: ZAE000023503 ("Redefine") FINANCIAL EFFECTS OF THE PROPOSED SPEARHEAD TRANSACTION AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT INTRODUCTION Redefine linked unitholders are referred to the joint Redefine and Spearhead Property Holdings Limited ("Spearhead") announcement dated 26 July 2006 in relation to Redefine"s intention to acquire 100% of the linked units of Spearhead ("the transaction"). The consideration payable by Redefine for the Spearhead linked units will comprise, at the election of Spearhead linked unitholders, either: - 6.18 Redefine linked units per Spearhead linked unit; or - R31.00 in cash per Spearhead linked unit, together with interest thereon at 8.5% (nominal annual compounded monthly) from 1 September 2006 until the date of payment of the cash consideration, provided that the maximum aggregate cash consideration cannot exceed 50% of the total consideration payable by Redefine. Set out below is the financial information relating to the transaction. FINANCIAL EFFECTS The Redefine category 1 acquisition circular will provide a combined forecast of both Redefine and Spearhead to enable Redefine linked unitholders to assess the forward yield on a Redefine linked unit. Set out below is the forecast information of Spearhead for the year ended 30 June 2007 as required in terms of section 13.6(e) of the JSE Limited ("JSE")Listings Requirements. The forecast financial information has not been reviewed or reported on by the accountants in terms of section 8 of the JSE Listings Requirements. Uncontracted
revenue as a % of total R000"s revenue Revenue 167,812 20.4% Net operational income 114,424 Distributable income 94,853 Notes: 1. The abovementioned forecast information does not include the yield enhancement to be derived by Redefine linked unitholders as a result of the receipt of the Spearhead July and August 2006 distributable income. 2. Where leases are due for renewal, the new leases are assumed to be entered into at market related rentals and an average period of 4 months are provided for as vacant. 3. Profit after taxation has not been disclosed as it is assumed that all income before distribution will be distributed to linked unitholders. 4. Net operational income includes development and share trading profits of approximately R27,87 million. The pro forma financial effects of the transaction on the net asset value and tangible net asset value per Redefine linked unit based on the reviewed interim financial results of Redefine for the six months ended 28 February 2006 and the Spearhead reviewed interim results for the six months ended 31 December 2005 are not material and have not been disclosed. The purchase consideration was calculated assuming 50% of Spearhead linked unitholders elected cash and the remainder Redefine linked units. WITHDRAWAL OF THE CAUTIONARY Linked unitholders are advised that caution is no longer required to be exercised when dealing in their Redefine linked units. Rosebank 15 August 2006 Corporate advisor, legal advisor and sponsor to Redefine Java Capital (Proprietary) Limited Date: 15/08/2006 12:04:02 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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