GDN - Gooderson Leisure Corporation Limited - Acquisition of Monks Cowl Country

GDN - Gooderson Leisure Corporation Limited - Acquisition of Monks Cowl Country 
Club and Lodge 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 MONKS COWL COUNTRY CLUB AND LODGE AND CAUTIONARY ANNOUNCEMENT    
1.   INTRODUCTION                                                               
    Gooderson Leisure Corporation Limited ("the purchaser") has acquired as a   
    going concern, the hotel business and assets, the buildings and land        
("property") and other assets of Monks Cowl Country Club and Lodge ("Monks  
    Cowl") ("the acquisition") from Mr Stuart Longmore ("the seller"), subject  
    to the terms and conditions below.                                          
2.   RATIONALE FOR THE ACQUISITION OF MONKS COWL                                
Gooderson manages and provides accommodation, food and beverage and         
    restaurant services to leisure, international and conference tourists in    
    the KwaZulu-Natal and Gauteng Provinces.                                    
    The acquisition of Monks Cowl will expand Gooderson`s portfolio and will    
fit in with the company`s business model.                                   
    Permission has been granted for the expansion of further accommodation      
    units at Monks Cowl.                                                        
3.   DESCRIPTION OF MONKS COWL                                                  
Monks Cowl Country Club is situated in the Central Drakensberg              
    approximately four hours from Johannesburg and two and a half hours from    
    Durban, in the magnificent Champagne Valley.  It comprises of six spacious  
    free standing fully furnished units, restaurant, bar and conference venue.  
Facilities include a pool table, 9 hole golf course, tennis courts and      
    swimming pool.                                                              
4.   TERMS AND CONDITIONS OF THE ACQUISITION                                    
    4.1  On 25 April 2012 Gooderson made an offer to purchase Monks Cowl, which 
contained certain terms and conditions and warranties by the seller.   
         The offer to purchase was accepted by the seller on 26 April 2012.     
    4.2  The total purchase price is R9.2 million. A deposit of R920 000 will   
         be paid which will be funded out of the cash resources of Gooderson.   
4.3  The balance of the purchase price, R8.28 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.   
         Occupation will be given on the date of transfer or 1 July 2012,       
whichever is first.                                                    
    4.4  The acquisition is subject to the entering into of a sale agreement    
         containing terms and conditions which are customary in transactions of 
         this nature.                                                           
5.   UNAUDITED PRO FORMA FINANCIAL EFFECTS OF THE ACQUISITION                   
    The unaudited pro forma financial effects of the acquisition will be        
    published in due course.                                                    
6.   CATEGORISATION 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 a formal agreement has been signed and   
    all the conditions precedent have been met.                                 
26 April 2012                                                                   
Durban                                                                          
Designated Adviser                                                              
Exchange Sponsors                                                               
Date: 26/04/2012 13:40:00 Supplied by www.sharenet.co.za                     
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