TREMATON CAPITAL INVESTMENTS LTD - DISPOSAL BY TREMATON OF BOUGAINVILLE SHOPPING CENTRE

DISPOSAL BY TREMATON OF BOUGAINVILLE SHOPPING CENTRE

Trematon Capital Investments Limited
(Incorporated in the Republic of South Africa)
Registration number 1997/008691/06
Share code: TMT
ISIN: ZAE000013991
("Trematon" or "the Company")

DISPOSAL BY TREMATON OF BOUGAINVILLE SHOPPING CENTRE

1. Introduction and terms

Shareholders are advised that Trematon, through its 66.7%
subsidiary Arbitrage Property Fund (Pty) Ltd (“Arbitrage”),
has entered into a sale agreement with effect from 26 April
2013, in terms of which Arbitrage will dispose of
Bougainville Shopping Centre, Pretoria, for a consideration
of R68 million to Interurban Property Fund (Pty) Ltd (“the
disposal”).

The effective date of the disposal will be 1 September 2013
(“the effective date”).

The disposal is not subject to any outstanding conditions
precedent.

2. Settlement of the consideration

The total consideration of R68 million will be settled in
cash on the effective date. The proceeds will be used to
settle the outstanding bank debt on the property and the
balance will be retained to be invested in new property
investments as and when they arise


3. Description of property and rationale for the disposal

  The property is a retail centre known as Bougainville
  Shopping Centre, situated at the corner of Redelinghuys
  and Jennings Street, Daspoort, Pretoria.

  The disposal enables Arbitrage to realize an excellent
  total return on investment on a relatively mature
  property.      Management is of the opinion that the
  proceeds of the disposal can be more productively
  employed in funding similar future transactions than in
  continuing to hold this property.
4. Financial effects of the disposal

The unaudited pro forma financial effects of the disposal
which are based on the published interim group results of
Trematon for the six months to 28 February 2013 are set out
below.

The unaudited pro forma financial effects have been
prepared   for  illustrative   purposes   only  to  provide
information on how the disposal may have impacted on the
results, financial position and the changes in equity of
Trematon. Preparation of the unaudited pro forma financial
effects is the responsibility of the directors. Because of
their nature, the unaudited pro forma financial effects may
not fairly present Trematon’s results, financial position
and the changes in equity after the disposal:




                Before the    Adjustments       After       Total
                 disposal      – Disposal     disposal    percent
                                  Cents      adjustment      age
                                                  s        change
                                                Cents         %

Profit per
share (cents            1.5            5.1          6.6      340%
per share)
Headline
earnings                1.5            5.1          6.6      340%
(cents per
share)
Net asset
value and
net tangible
                        121              5          126        4%
asset value
(cents per
share)
Weighted
average                                          
number of        176 761 091            -       176 761 091
                                                    
shares in
issue
Number of                                     
                  176 323 052            -      176 323 052
shares in                                          
issue

Notes and assumptions:


  1. The “before” financial information is based on
     Trematon’s published interim results for the six
     months to 28 February 2013.
  2. The “after” pro forma earnings and headline earnings
     are based on Trematon’s published interim results for
     the six months to 28 February 2013 after taking into
     account the pro forma adjustments set out below.
  3. The unaudited pro forma earnings figures illustrate
     the possible financial effects for if the disposal had
     been implemented on 1 September 2012 for income
     statement purposes and 28 February 2013 for balance
     sheet purposes.
  4. The adjustments and effects to the pro forma income
     statement assume that the proceeds from the sale was
     used to reduce the bank debt with the balance being
     invested in a call account. All rental income and
     related property expenses specific to the property
     disposed of have been eliminated as they would not
     have been earned had the property been sold at the
     beginning of the period. The resulting tax adjustments
     on the above have also been taken into account and
     adjusted for.
  6. The adjustments and effects to the pro forma balance
     sheet resulting from the disposal assumes that the
     property was sold at the end of the period and the
     resulting profit from the sale less capital gains tax
     increases the net asset value attributable to equity
     holders of the Company.


5. Categorisation of the disposal

The disposal is categorised as a Category 2 transaction in
terms of the JSE Limited Listings Requirements.



Cape Town
30 April 2013
Sponsor: Sasfin Capital
(A division of Sasfin Bank Limited)

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