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ACQUISITION OF NEW PROPERTY AND RENEWAL OF CAUTIONARY ANNOUNCEMENT
Vividend Income Fund Limited
Incorporated in the Republic of South Africa
(Registration Number 2010/003232/06)
JSE Alpha Code: VIF
ISIN: ZAE000150918
(“Vividend” or “the Company”)
ACQUISITION OF NEW PROPERTY
1. THE LIBERTY TOWERS ACQUISITION
Linked unitholders of the Company are hereby advised that the Company has entered into an agreement with Golden Pond
Trading 350 (Proprietary) Limited (“Golden Pond”) to acquire the property and associated letting enterprise commonly known
as Liberty Towers (“the Liberty Towers Property”) situated at 214 Dr Pixley KaSeme (West) Street Durban (“the Liberty Towers
Acquisition”).
The effective date of the Liberty Towers Acquisition shall be the date of transfer of the Liberty Towers Property into the name
of the Company, which, subject to fulfilment of the conditions precedent, is expected on or about 1 December 2012.
2. RATIONALE FOR THE ACQUISITION
The Liberty Towers Acquisition is consistent with Vividend’s strategy of identifying and acquiring properties that have free
cash flow yields that provide adequate value enhancement to linked unitholders from the effective date of their acquisition.
The Liberty Towers Acquisition provides further quality, stability, longevity and growth potential to the Company’s earnings by
introducing a well established landmark property with a high level of blue-chip medium-term leases into the Company’s lease
profile.
3. PURCHASE CONSIDERATION
The purchase consideration applicable to the Liberty Towers Acquisition is R303,500,000 (three hundred and three million five
hundred thousand rand), escalating at R32,260 (thirty two thousand two hundred and sixty rand) per day from
1 September 2012 but limited to R309,500,000 (three hundred and nine million five hundred thousand rand), payable in cash
against transfer of the Liberty Towers Property into the name of the Company. The Company will fund the purchase
consideration through a combination of debt financing and new equity raised from new and/or existing linked unitholders.
Details of the debt financing and equity raising will be announced in due course.
4. THE LIBERTY TOWERS PROPERTY
Details of the Liberty Towers Property, as at the expected effective date, are as follows:
Property Name and Geographical Sector Cost/Value GLA Cost per Average
Address Location GLA Gross
Rental per
m2
214 Dr Pixley KaSama KwaZulu Natal Commercial R306,500,000 40,553m2 R7,558 R71.80
(West) Street Durban
5. PROPERTY SPECIFIC INFORMATION
Details regarding the Liberty Towers Acquisition, as at the expected effective date, are set out below:
Property Name Purchase Yield attributable Weighted Weighted Lease Weighted Vacancy %
and Address to linked unitholders Average Lease Duration Lease Duration by GLA
Escalation excluding of Government
Government leases
leases
214 Dr Pixley 10.91% 7.5% 3.3 years 1.7 years 0.6%
KaSama (West)
Street Durban
Notes:
a) The ‘Purchase Yield attributable to linked unitholders’ is disclosed before the application of bank-funded
gearing. For information purposes only it is noted that the indicative interest cost currently available to the
Company in respect of appropriate gearing is 8.3%;
b) National or corporate tenants with low levels of default risk (‘A Type’ Tenants) constitute 82% of the GLA and
77% of the Gross Rentals within the Liberty Towers Property; Government leases constitute 24% of the total
GLA
c) Save for costs associated with the transfer of the Liberty Towers Property, which are estimated at R600,000, no
expenditure will be incurred by the Company in connection with the Liberty Towers Acquisition; and
d) The cost of the Liberty Towers property is considered to be its fair market value, as determined by the
Directors of the Company. The directors of the Company are not independent and are not registered as
professional valuers or as professional associate valuers in terms of the Property Valuers Profession Act, No 47
of 2000.
6. CONDITIONS PRECEDENT
The Liberty Towers Acquisition is subject the following material conditions precedent:
a) The satisfactory completion of a due diligence investigation, to be performed by the Company on the Liberty Towers
Property and associated letting enterprise by 21 August 2012;
b) The Company obtaining the appropriate irrevocable funding commitments from existing and/or new debt funders, in
relation to the Liberty Towers Acquisition, by 29 October 2012;
c) The Company obtaining the appropriate irrevocable undertakings to subscribe for additional equity from new and/or
existing Linked Unitholders by 29 October 2012;
d) Competition Commission approval, in terms of the Competition Act 89 of 1998 by 28 November 2012; and
e) Linked unitholders approving the issue of any Linked Units required to conclude the Liberty Towers Acquisition, in terms
of the JSE Listing Requirements, by 28 November 2012.
The Company is entitled to waive the conditions precedent set out in paragraphs a), b) and c) above.
7. WARRANTIES
Golden Pond has provided warranties and indemnities to the Company that are standard to a transaction of this nature.
8. PRO FORMA FINANCIAL EFFECTS OF THE LIBERTY TOWERS ACQUISITION
The pro forma financial information in relation to the Liberty Towers Acquisition is still in the process of being finalised and
will be published in due course.
9. FORECAST FINANCIAL INFORMATION OF THE LIBERTY TOWERS ACQUISITION
The forecast financial information in relation to the Liberty Towers Acquisition is still in the process of being finalised and will
be published in due course.
10. CATEGORISATION
The Liberty Towers Acquisition is a Category 1 acquisition in terms of the Listings Requirements of the JSE Limited requiring
linked unitholder approval. Accordingly, a circular detailing the terms of the acquisition and convening a general meeting will
be posted to linked unitholders in due course.
11. RENEWAL OF CAUTIONARY ANNOUNCEMENT
Linked unitholders are advised to continue exercising caution when dealing in the Company’s securities until a full
announcement regarding the pro forma financial effects and the forecast financial information in relation to the Liberty
Towers Acquisition and the Sasol Kent Street Acquisition, as previously announced on SENS on 22 June 2012, is made.
23 July 2012
Cape Town
Sponsor
PSG Capital (Pty) Limited
Date: 23/07/2012 12:00:00 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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