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INVESTEC PROPERTY FUND LIMITED - Announcement regarding the Acquisition of Letting Enterprises and Properties

Release Date: 19/03/2013 11:40
Code(s): IPF     PDF:  
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Announcement regarding the Acquisition of Letting Enterprises and Properties

INVESTEC PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2008/011366/06)
Share code: IPF     ISIN: ZAE000155099
(“Investec Property Fund” or “the Fund”)


ANNOUNCEMENT REGARDING THE ACQUISITION OF LETTING ENTERPRISES AND PROPERTIES


1.    Introduction

      Investec Property Fund linked unitholders (“Unitholders”) are hereby advised that Investec
      Property Fund has entered into agreements for the acquisition of two properties from
      subsidiaries of Investec Property Limited, a related party to the Fund, as detailed below:
      -     the property located at 5 Bond Street, Midrand (“5 Bond Street”) from Midrand Town
            Council Proprietary Limited for a purchase consideration of R118,360,306; and

      -     the property and letting enterprise commonly known as the “SA Ladder Building”,
            situated at 32 Potgieter Street, Alrode from Investec Property Pty Limited for a purchase
            consideration of R75,000,000.
      (the “Related Party Acquisitions”)

      The Fund has also entered into various agreements for the acquisition of a further three
      properties (collectively, “the Properties”) as detailed below:
      -    the property and letting enterprise commonly known as “BMW Auto Alpina”, situated on
           the corner of North Road and Ponds Road, Bardene, Boksburg North, Gauteng from
           Namaqualand Diamond Fund Trust Eiendomme (Pty) Limited for a purchase
           consideration of R63,437,500;

      -    the “Minolta Highveld” property situated at 14A Esdoring Nook, Techno Park, Highveld,
           Pretoria, from Erf 6 Highveld Technopark Investments (Pty) Limited, and the “Minolta
           Bellville” property situated at 4 Mike Pienaar Boulevard, Bellville, Cape Town, from
           Midqueen Investments (Pty) Limited for a combined purchase consideration of
           R60,800,000. The acquisition of the Minolta Highveld and Minolta Bellville properties
           (“Minolta Properties”) is an indivisible transaction.

      (collectively with the Related Party Acquisitions, the “Proposed Acquisitions”)

      The aggregate purchase consideration of R317,597,806 for the above acquisitions will be
      funded with existing cash and paid to the respective vendors upon registration of transfer of
      each property into the name of the Fund.

      The effective date of each of the Proposed Acquisitions, save for 5 Bond Street, will be the
      respective dates of transfer of each property into the name of the Fund. The effective date of
      acquisition of 5 Bond Street is 1 May 2013.

2.    Rationale for the Proposed Acquisitions

      The Proposed Acquisitions are consistent with the Fund’s objective to build a quality portfolio
      of properties with strong contractual cash flows in order to achieve value enhancement and
      sustainable growth in distributions to Unitholders. The Properties offer a healthy underlying
      tenant base, each tenanted by high-quality, national and international tenants with long lease
      expiry profiles. The Properties collectively extend the Fund’s diversification into the retail,
     industrial and office sectors and the directors believe the Properties offer good value and will
     improve the earnings and growth prospects of the Fund.

     The independent valuation of the Related Party Acquisitions set out in paragraph 4 below
     supports this view.

3.   Description of the Properties

     5 Bond Street is a newly developed A-grade office building, currently under construction. The
     property is situated in a strong commercial node of Midrand and is conveniently located                                                                                 
     directly opposite the Gautrain station. The building has a GLA of 5,870m2 comprising open
     plan office floor area with 284 parking bays. The property is let to a single tenant, Investec
     Bank Limited, on a 10-year triple net lease.
                                                                         
     The SA Ladder Building is an industrial property offering 25,000m2 of factory and warehousing
     space, ancillary office space and yard area. It is well located in the strong industrial node of
     Alrode with easy highway access. The property is let to a long-standing tenant, SA Ladder, on
     a 12 year lease and is utilised for manufacturing and distribution.
                                                                                                     
     . The property is let to a single user, Namaqualand Diamond BMW Auto Alpina is a 7,526m2 motor 
     dealership offering showroom space, ancillary office space and a service centre. The
     property is well located on the major artery of North Rand Road in Boksburg’s retail and motor
     city node and is easily accessible by highwayFund Trust Eiendomme Proprietary Limited
     trading as Alpina BMW (BMW South Africa) and the premises are utilised for the sale of motor
     vehicles and servicing centre.

     The Minolta Properties are business premises comprising offices,warehousing and
     workshops. The Minolta Highveld building (situated in Highveld Technopark Centurion)                       
     comprises 2,955m2 of GLA, while the Minolta Belville property comprises 2,166m2 of GLA. The
     properties are let to a single tenant, Minolco Proprietary Limited trading as Minolta South
     Africa, a wholly owned subsidiary of the Bidvest Group. The leases on both properties are
     triple net leases offering above-inflation escalations.

4.   Valuation of the Related Party Acquisitions

     An independent valuation of 5 Bond Street and the SA Ladder Building has been performed by
     Mills Fitchet Magnus Penny (Pty) Limited (“Independent Valuer”), who is an independent
     registered valuer as defined in section 13 of the JSE Listings Requirements.

     The valuations of 5 Bond Street and the SA Ladder Building are R119,000,000 and
     R75,400,000 respectively, which independent valuations are both higher than the purchase
     considerations of the properties.

5.   Conditions precedent

     Each of the Proposed Acquisitions is now unconditional, save for that of 5 Bond Street which
     remains subject to the fulfillment of the condition that the Fund notify the vendor in writing that
     it is satisfied with the results of its due diligence investigation of the property.

6.   Financial effects

     The Proposed Acquisitions will not have a material effect in the first year as it does not
     contribute more than 3% to the pro forma distribution per linked unit, pro forma earnings per
     linked unit, pro forma headline earnings per linked unit, pro forma net asset value per linked
     unit or pro forma tangible net asset value per linked unit of the Fund.
7.   Forecast financial information of the Related Party Acquisitions

     The forecasts, including the assumptions on which they are based and the financial
     information from which they are prepared, are the responsibility of the board of directors of
     Investec Property Fund. The forecasts have not been reviewed or reported on by the
     independent reporting accountants.


                                                         5 Bond           SA Ladder
                                                         Street           Building
                                                         Forecast for     Forecast for
                                                         the 12           the 12
                                                         months           months
                                                         ended 30         ended 31
                                                         April 2014       March 2014
                                                         R                R
      Gross revenue                                      10,096,020       8,526,654
      Gross expenditure (1)                                (173,931)       (878,432)
      Net property income                                  9,922,089       7,648,221

     Notes:
     1. Property expenditure includes all consumption expenditure as well as property management fees


8.   Specific information relating to the Properties
                                         
      Property        Sector       GLA(m2)     Weighted   Purchase       Independent       Escalation   Yield
                                               average    Price (R)      valuation (R)
                                               rental /
                                               m2
                                               (R/m2 )
      5 Bond Street   Office       5,870       118.0      118,360,306    119,000,000       8%           8.4%
      SA Ladder       Industrial   25,000      25.4       75,000,000     75,400,000        8%           10.2%
      Building
      BMW Auto        Retail /     7,526       66.9       63,437,500     n/a               8%           9.5%
      Alpina          Motor
                      dealership
      Minolta         Mixed use    5,121       87.9       60,800,000     n/a               7.3%         8.76%
      Properties      office /
                      warehouse

     All properties are single-tenanted

9.   Small related party transaction

     The acquisition of 5 Bond Street and the SA Ladder Building constitute small related party
     transactions in terms of the JSE Listings Requirements, as Investec Property Limited, a
     wholly-owned subsidiary of Investec Limited, holds 100% of each of the respective vendor’s
     issued share capital and is the management company of the Fund.

     The JSE Limited has been provided with a summary of the sworn valuation of each property
     by the Independent Valuer. The full valuation report is available for inspection at the registered
     office of the Fund during normal business hours until 3 May 2013.


Johannesburg
19 March 2013


 Investment Bank and Sponsor:
 Investec Corporate Finance

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