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REB - Rebosis Properties Limited - Proposed acquisitions of letting
enterprises and properties
REBOSIS PROPERTIES LIMITED
(formerly Business Venture Investments No. 1389 (Proprietary) Limited)
Registration number 2010/003468/06
JSE code: REB ISIN: ZAE 000156147
("Rebosis" or the "company")
PROPOSED ACQUISITIONS OF LETTING ENTERPRISES AND PROPERTIES
INTRODUCTION
Linked unitholders are advised that Rebosis has concluded agreements for
the acquisition of letting enterprises and properties ("the property
portfolio") from the following vendors:
- Square Peg Properties (Proprietary) Limited and Rymer Trading CC (the
Capital Towers acquisition");
- Ziningi Properties (Proprietary) Limited (the "Revenue Building
acquisition");
- Swish Property Four (Proprietary) Limited (the "First Avenue
acquisition");
- Dream World Investments 374 (Proprietary) Limited (the "Harrison Street
acquisition"); and
- Trifecta Prop 11 (Proprietary) Limited (the "SASSA Campus acquisition");
(each "a transaction" or "an acquisition" and together the
"transactions").
RATIONALE FOR THE TRANSACTIONS
The acquisitions are consistent with Rebosis` strategy of acquiring large
quality properties with a strong sovereign or blue chip underpin. The
property portfolio is dominated by national government with an element of
blue chip corporate with Standard Bank as a major tenant in one of the
buildings. These strategic acquisitions will improve the geographic spread
of the company`s government tenanted properties resulting in less
concentration in, and exposure to, Pretoria.
TERMS OF THE TRANSACTIONS AND CONDITIONS PRECEDENT
The total purchase consideration payable by Rebosis for the property
portfolio is R734 000 000. Payment of the purchase consideration for each
of the acquisitions will be secured by separate finance guarantees for 50%
of the purchase consideration payable per acquisition. The balance of the
purchase consideration will be settled through a vendor consideration
placement.
The transactions are, inter alia, subject to the following suspensive
conditions:
- providing each of the vendors separate finance guarantees for 50% of the
purchase consideration payable per property within 15 days of procuring the
approval of finance;
- completion of a due diligence in respect of each of the acquisitions;
- approval of each of the acquisitions by the board of Rebosis (the
"board");
- successful capital raising through the allotment and issue of the
consideration units for the remaining 50% of the purchase consideration;
and
- approval by the Competition Authorities to the extent required.
THE CAPITAL TOWERS ACQUISITION
The purchase consideration payable by Rebosis for the acquisition of the
building known as Capital Towers in Pietermaritzburg is R115 000 000.
Capital Towers is held under a leasehold granted by the Msunduzi
Municipality and accordingly the purchase consideration shall be paid
against registration of cession of the leases.
The purchase consideration shall be allocated between Rymer Trading CC and
Square Peg Properties (Proprietary) Limited as they shall in their
discretion determine.
The Capital Towers acquisition is conditional upon Msunduzi Municipality
furnishing written consent to the cession of the lease held by Rymer
Trading CC to Rebosis.
THE REVENUE BUILDING ACQUISITION
The purchase consideration payable by Rebosis for the acquisition of the
270 Jabu Ndlovu Street and the Revenue Building in Pietermaritzburg is R106
000 000 and R75 000 000 respectively. The purchase consideration shall be
paid against registration of transfer of the properties into the name of
Rebosis.
THE FIRST AVENUE ACQUISITION
The purchase consideration payable by Rebosis for the acquisition of
Portion 1, 2 and 3 of Erf 1752 and Erf 368, including the building thereon
and known as the First Avenue Building in Durban is R100 000 000. The
purchase consideration shall be paid against registration of transfer of
the properties into the name of Rebosis.
Swish Property Four (Proprietary) Limited has provided a rental income
warranty in respect of the vacant space of the property for a period of 24
months from the date of transfer.
THE HARRISON STREET ACQUISITION
The purchase consideration payable by Rebosis for the acquisition of 28
Harrison Street, 88 Fox Street and Drummond Garage in Johannesburg is R211
000 000. The purchase consideration shall be paid against registration of
transfer of the properties into the name of Rebosis.
Dream World Investments 374 (Proprietary) Limited has provided a rental
income warranty in respect of the property for a period of 24 months from
the date of transfer.
SASSA CAMPUS ACQUISITION
The purchase consideration payable by Rebosis for the acquisition of the
SASSA Campus in Mafikeng is R127 000 000. The purchase consideration shall
be paid against registration of transfer of the property into the name of
Rebosis.
The SASSA Campus acquisition is further conditional upon Rebosis concluding
lease agreement(s) or renewing lease agreement(s), as the case may be, in
respect of the property.
THE PROPERTY PORTFOLIO
Details of the property portfolio, including property name and address,
geographical location, rentable area, sector, weighted average rental per
square meter, effective date of acquisition, purchase price and the
valuations attributed to the properties as at 6 December 2011 by the board,
are as follows -
Property name and address Geographical Rentable Sector
location area
(m2)
Capital Towers Pietermaritzburg 13 485 Office
121 Chief Albert Luthuli Street
270 Jabu Ndlovu Street Pietermaritzburg 7 314 Office
Revenue Building Pietermaritzburg 10 874 Office
205 Pietermaritzburg Street
Portion 1, 2 and 3 of Erf 1752, Durban 14 931 Office
Erf 368, First Avenue building
96 First Avenue
28 Harrison Street, 88 Fox Johannesburg 20 842 Office
Street, Drummond Garage on the and
corner of Albert and Loveday retail
SASSA Campus Mafikeng 11 665 Office
2460 University Drive
Total 79 111
Property name and address Weighted Effective date
average of acquisition Purchase price
rental per m2 and valuation
(R) as at 6
December 2011
(R`000)
Capital Towers 75.8 On registration 115 000
121 Chief Albert Luthuli of cession of
Street the lease
270 Jabu Ndlovu Street 80.8 On transfer 106 000
Revenue Building 92.7 On transfer 75 000
205 Pietermaritzburg
Street
Portion 1, 2 and 3 of Erf 61.4 On transfer 100 000
1752, Erf 368, First
Avenue building
96 First Avenue
28 Harrison Street, 88 83.0 On transfer 211 000
Fox Street, Drummond
Garage on the corner of
Albert and Loveday
SASSA Campus 93.7 On transfer 127 000
2460 University Drive
Total 79.9 734 000
CATEGORISATION OF THE TRANSACTION
In terms of the JSE Listings Requirements, none of the transactions are
subject to approval by Rebosis` linked unitholders.
CAUTIONARY ANNOUNCEMENT
Unitholders of Rebosis are advised to exercise caution when dealing in
their linked units until the financial effects of the transaction are
announced.
7 December 2011
Sponsor
Java Capital
Date: 07/12/2011 10:53:10 Supplied by www.sharenet.co.za
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