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GDN - Gooderson Leisure Corporation Limited - Acquisition of the

Release Date: 14/10/2011 11:15
Code(s): GDN
Wrap Text

GDN - Gooderson Leisure Corporation Limited - Acquisition of the Kloppenheim Estate and cautionary announcement Gooderson Leisure Corporation Limited (Incorporated in the Republic of South Africa) (Registration number 1972/004241/06) JSE Share Code: GDN ISIN: ZAE000084984 ("Gooderson" or "the company") ACQUISITION OF THE KLOPPENHEIM ESTATE AND CAUTIONARY ANNOUNCEMENT 1. INTRODUCTION Alawill Investments (Pty) Limited ("the purchaser"), a wholly owned subsidiary of Gooderson, has made an offer to purchase, as a going concern, the hotel business and assets, the timeshare property and assets as well as other specified assets of the Kloppenheim Country Estate ("the Kloppenheim Estate")("the acquisition") from HCI Limited ("the seller"). 2. RATIONALE FOR ACQUISITION OF THE KLOPPENHEIM ESTATE Gooderson manages and provides accommodation, food and beverage and restaurant services to leisure, international and conference tourists in the KwaZulu-Natal and Gauteng Province. The acquisition of the Kloppenheim Estate will expand Gooderson`s portfolio and will fit in with the company`s mixed-use resort model. Gooderson intends to upgrade the hotel to the standard of other Gooderson properties. 3. DESCRIPTION OF THE KLOPPENHEIM ESTATE The Kloppenheim Estate is situated in the heart of the Highlands Meander, near Machadodorp and Dullstroom and just two hours from OR Tambo International Airport. The hotel consists of 44 rooms and three conference rooms. The facilities include a bar and restaurant, wellness centre, swimming pool, six dams and tennis court. 4. TERMS AND CONDITIONS OF THE ACQUISITION 4.1 On 10 October 2011 Gooderson made an offer to purchase the Kloppenheim Estate from the seller with occupation on 1 December 2011. The offer to purchase was accepted by HCI Limited on 13 October 2011. 4.2 The total purchase price is R10.9 million, a deposit of R1 million will be paid on 19 October 2011 which will be funded out of the cash resources of Gooderson. 4.3 The balance of the purchase price, R9.9 million is payable upon registration and transfer of the property into the name of the purchaser and will be funded by debt which has already been secured. 5. UNAUDITED PRO FORMA FINANCIAL EFFECTS OF THE ACQUISITION The unaudited pro forma financial effects will be published in due course. 6. qCATEGORISATION OF THE ACQUISITION The acquisition is categorised, in terms of the JSE Limited`s ("JSE") Listings Requirements, as a Category 2 transaction and does not require shareholders` approval. 7. CAUTIONARY ANNOUNCEMENT Shareholders are advised to continue exercising caution in dealing in the company`s securities on the JSE until such time as the financial effects of the acquisition are published. 8. FURTHER ANNOUNCEMENT Shareholders will be notified once the acquisition has become unconditional. 14 October 2011 Durban Designated Adviser Exchange Sponsors Date: 14/10/2011 11:15:01 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.

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