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Announcement regarding the acquisitions of letting enterprises and properties and cautionary announcement
Delta Property Fund Limited
(formerly Tuffsan 89 Investment Holdings Proprietary Limited)
(Incorporated in the Republic of South Africa)
(Registration number 2002/005129/06)
Share code: DLT ISIN: ZAE000172052
("Delta" or “the Company”)
ANNOUNCEMENT REGARDING THE ACQUISITIONS OF LETTING ENTERPRISES AND PROPERTIES
AND CAUTIONARY ANNOUNCEMENT
1. Introduction
Linked unitholders are advised that Delta has concluded agreements for the acquisitions of
property letting enterprises (“the Acquisitions”) together with their related immovable
properties (“the Properties”) from various vendors (“the Vendors”). Details of the Vendors are
set out in paragraph 8 below.
2. Rationale for the Acquisitions
In line with Delta’s strategy of actively pursuing investment opportunities that will enhance
the overall quality and value of its portfolio, the acquisitions represent an attractive
opportunity for Delta to diversify its portfolio from a geographical spread perspective as well
as from an office focus to incorporate certain strategic industrial properties. In addition, 21%
of the Properties are tenanted by non-government tenants.
3. Effective date of the Acquisitions
The effective date (“the Effective Date”) of the Acquisitions will be the date on which transfer
of the Properties takes place, other than in respect of Hendisa, in which case the effective date
will be on fulfilment of the conditions precedent as set out in paragraph 5 below, which are
expected to be on or about 31 March 2013.
4. Consideration for the Acquisitions
The total purchase consideration payable by Delta in respect of the Acquisitions is
R1 713 058 546 (one billion seven hundred and thirteen million fifty eight thousand five
hundred and forty six rand) (“the Purchase Price”). The Purchase Price will be settled in cash
upon registration of transfer of each property into the name of Delta, and will be financed
through a combination of debt financing and equity to be raised from new and/or existing
linked unitholders.
5. Conditions precedent
The Acquisitions are subject to, inter alia, the fulfilment or waiver of the following suspensive
conditions:
5.1 The completion by Delta of a due diligence investigation of the Properties, to the
extent required.
5.2 The boards of directors and shareholders of the Vendors approving the Acquisitions,
to the extent required.
5.3 The counterparties to the lease agreements in respect of the Properties consenting in
writing to the assignment of all of the Vendors’ rights and obligations under the leases
to Delta.
5.4 JSE approval of the Acquisitions (to the extent required) and Competition Commission
approval (to the extent required).
5.5 Delta shareholder approval to the extent required.
5.6 Delta providing written confirmation of a letter of finance and or confirmation that it has
arranged for sufficient equity on such terms and conditions as are acceptable to the Vendors.
5.7 Approval of the Acquisitions by the Company’s board of directors.
6. Specific information on the Properties
Details regarding the Properties are set out below:
Vendor Property description/ Sector Gross Single or Weighted Annualised Purchase Value(2)
location lettable multi average property price R
R
area tenanted gross yield(1)
m2 rental per %
m²(3)
R
Cedar Falls Protea Coin Cape Industrial 5 700 Single 38,80 9,6 26 000 000 26 347 368
Properties 166 Town, Erf 733,
Proprietary Rustdal, City of Cape
Limited Town, Division
Stellenbosch
Desert Charm Protea Coin Pretoria, Industrial 7 640 Multi 33,00 8,3 31 000 000 31 030 303
Trading 150 Erf 20, Samcor Park,
Proprietary Ext 1, City of Tshwane
Limited
Bostwich CC Protea Coin Durban, Industrial 4 365 Single 44,20 10,0 21 000 000 21 200 000
Erf 620 Bellair, City of
Ethekwini, Durban
Sugarcreek Bestmed Building, 36 Office 3 684 Single 124,70 9,8 64 000 000 64 030 612
Trading 278 Hamilton, Erf 1284, (Government)
Proprietary Arcadia, Pretoria
Limited
Hendisa Cnr Landros Mare & Office 14 230 Single 160,20 9,0 290 000 000 290 000 000
Investments Rabie Streets, Erf (Government)
Proprietary 6061, Polokwane,
Limited Limpopo
(“Hendisa”)
Frutek In 2 Fruit Building, Erf Industrial 11 177 Single 54,60 11,3 63 721 653 63 636 364
Proprietary 1281, Bardene
Limited Extension
Ingwazi Anchor House, Erf 943, Office 2 645 Single 101,00 10,3 29 300 000 29 356 098
Property Fund 63 Maitland, (Government)
Bloemfontein
Trifecta 95 Du Toitspan Street, Office 8 095 Multi- 92,33 9,8 99 500 000 99 500 000
Holdings Erf 10405, Kimberley (Government) tenant
Proprietary
Limited /
Trifecta
Trading 434
Property 4
ProprietaryLim
ited
(“Trifecta”)
Trifecta Themo Thumo, 162 Office 2 300 Single 109,67 10,0 26 600 000 26 600 000
George Street, Erf (Government)
29879, Kimberley
Trifecta 5 Elliot Street, Erf Office 2 300 Single 109,00 10,0 27 800 000 27 800 000
7365, Kimberley (Government)
Trifecta 13 Elliot/9 Kelvin Office 4 400 Single 99,63 10,0 44 600 000 44 600 000
Street, Erf 12180, (Government)
Kimberley
12 New Street 12 New Street South, Office 2 914 Multi- 94,60 10,0 36 000 000 36 000 000
South CC Erf 1227, tenant
Marshalltown
14 New Street 14 New Street South, Office 2 794 Multi- 94,57 10,5 29 140 000 29 140 000
South Erf 1132, Tenant
Shareblock Marshalltown
Proprietary
Limited
O Property UNISA House, 25 & 29 Office 10 055 Multi- 80,62 9,6 100 510 000 100 510 000
Holdings Rissik Street, Erven tenant
Proprietary 242, 246 & 1100,
Limited Marshalltown
SEG Alliance The Edcon Building, 5 Office 6 188 Single 97,29 8,8 53 000 000 53 000 000
Proprietary Handel Street, Erf 372,
Limited Ormonde
Manaka Manaka House, Office 11 528 Multi- 99,00 9,9 140 637 347 142 400 000
Property Portion 1 of Erf 466, (Government) tenant
Investments Pretoria Township,
Proprietary Registration division
Limited JR, Gauteng
(“Manaka”)
Manaka Manaka Heights, Erf Office 17 948 Multi- 113,30 9,8 225 206 469 234 000 000
3005, Pretoria (Government) tenant
Township, Registration
Division JR, Gauteng
Manaka Hallmark Building, Erf Office 25 926 Single 113,00 9,9 317 323 296 317 000 000
232, Pretoria (Government)
Township, Registration
Division JR, Gauteng
Manaka Manaka Continental, Office 4 133 Multi- 95,00 10,0 46 184 969 47 200 000
Portion 1 of Erf 689, (Government) tenant
Pretoria Township,
Registration Division
JR, Gauteng
Sechaba 539 Church Street, Office 4 488 Single 89,20 10,5 41 534 812 41 534 812
Property Pretoria, Erf 1336 (Government)
Investments Arcadia
(“Sechaba”) (4)
TOTAL 1 713 058 546 1 724 885 557
Notes:
1. Based on net rental income for the 12 month period from the anticipated date of the Acquisitions, assuming the Properties are fully
let.
2. No independent valuation has been carried out and the value of the Properties of R1 724 885 557 was arrived at by the management
company, MPI Property Asset Management Proprietary Limited.
3. The weighted average rental per square meter for the 12 month period from the anticipated date of the Acquisitions.
4. The acquisition of 539 Church Street, Pretoria from Sechaba is a voluntary announcement. This asset has already been acquired and
is in the process of being transferred.
7. Categorisation of the Acquisitions
The Acquisitions are classified as a Category 2 transaction in terms of the JSE Limited (“JSE”)
Listings Requirements, other than the acquisition of the four properties from Manaka, which
constitute a Category 1 transaction and require Delta unitholder approval. Accordingly, a
circular to Delta linked unitholders will be prepared and posted in due course.
8. Cautionary Announcement
The unaudited pro forma financial effects of the Acquisitions (“Financial Effects”), as required
in terms of the JSE Listings Requirements, are in the process of being finalised and have not
been disclosed in this announcement.
Delta linked unitholders are therefore advised to exercise caution when dealing in their linked
units until the Financial Effects of the Acquisitions have been announced.
25 January 2013
Investment bank and sponsor
Nedbank Capital
Date: 25/01/2013 02:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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