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Acquisition of shares in APF1 Limited, notice of general meeting and further cautionary announcement
GoGlobal Properties Limited
(Incorporated in Bermuda)
(Registration number 47031)
BSX share code: GGB.BH
JSE share code: GGP ISIN: BMG945551023
(“GoGlobal” or “the company”)
ACQUISITION OF SHARES IN APF1 LIMITED, NOTICE OF GENERAL MEETING AND FURTHER CAUTIONARY ANNOUNCEMENT
Introduction
Shareholders are referred to the cautionary announcement published by the company dated 30 April 2013 and are
advised that GoGlobal has concluded an agreement for the acquisition of the entire issued share capital of APF1
Limited (“APF1”), a wholly owned subsidiary of ApexHi Property Fund Limited (“ApexHi”), a Real Estate
Investment Trust (“REIT”) listed on the Channel Islands Securities Exchange (“CISE”).
The portfolio of properties being sold by APF1 (“the APF1 portfolio”):
• comprises eight commercial properties in various secondary locations across the UK with a combined value
of £27.5 million (per independent valuations undertaken as at 31 January 2013);
• has external debt of £10.4 million, representing a 37.8% loan to value (“LTV”);
• has a weighted average unexpired lease term of 6.8 years; and
• has 57% of rental backed by grade A corporate tenants.
In the opinion of the directors of GoGlobal, the acquisition of the APF1 portfolio represents a sound initial
acquisition of higher yielding properties for the company. Economic fundamentals, rental expectations and financial
stress are significant determinants of price in the secondary market. A more positive outlook for the UK economy
and occupier markets, coupled with the fact that the opportunity to acquire prime properties has diminished, given
the relative unattractiveness of prime yields, means that the appetite for secondary property assets should continue to
grow. With the gap between UK prime and secondary markets stabilising at all time highs during the second half of
2013, it is anticipated that secondary markets will experience a period of yield compression over the next few years.
In the opinion of the directors of the company, there is a potential for the portfolio to benefit from improved pricing
conditions in the UK over the short term which may allow GoGlobal the opportunity to continue to acquire
attractively priced assets, through the issue of equity and so improve its income return to shareholders.
Terms of the acquisition
The total purchase price payable by GoGlobal in respect of the acquisition is £17,034,603. The consideration will be
settled through the issue of 15,486,003 GoGlobal shares (“the consideration shares”) at an issue price of £1.10 per
share. The shares will be issued to ApexHi, the vendor of the shares in APF1 Ltd, which is a CISE listed REIT
established by the promoters of GoGlobal in August 2011,
GoGlobal’s board of directors includes Pauline Goetsch, Gerald Leissner and Sean Melnick, each of whom currently
serves as a director on the board of directors of ApexHi. As at the date of this announcement, none of the directors or
their respective immediate families has any direct interests in the shares of the company. However, Sean Melnick is
the deputy chairman of and has a beneficial interest of 12.7% in the issued share capital of Peregrine Holdings
Limited (“Peregrine”), and Pauline Goetsch is a director of and has a beneficial interest of less than 5% in the share
capital of Peregrine. Peregrine has an indirect beneficial interest of 32.2% in the ordinary shares and 28.4% of the
preference shares in the capital ApexHi.
The acquisition is subject to the following key conditions:
• GoGlobal shareholders approving the issue of the consideration shares in general meeting;
• ApexHi shareholders approving the transaction in general meeting; and
• admission of the consideration shares on the Bermuda Stock Exchange and the Alternative Exchange of the
JSE Limited (“AltX”).
GoGlobal will retain the services of ApexHi UK Limited a London based advisor to ApexHi in managing the APF1
portfolio.
Property portfolio
Salient property specific information in respect of the APF1 portfolio is set out below:
Property name Tenure Region Sector Rental (£) Rent Purchase (£)
and address (per m2/
month)
Unit 11 Ashby Leasehold Leicestershire, Storage and 365,908 6.46 4,000,000
Park, Ashby De East Midlands distribution
La Zouch,
Leicester, LE65
1JS
Volex Unit, Leasehold Greater General 475,000 3.83 5,000,000
Green Fold Manchester, industrial
Way, Leigh North west
Commerce
Park, Leigh,
WN7 3XJ
Booker Cash & Freehold Mid Storage and 135,000 3.01 1,350,000
Carry, Merthyr Glamorgan, distribution
Tydfil Industrial Wales
Park, Merthyr
Tydfil, CF8
4DR
Rose Kiln Freehold Berkshire, Business - 619,748 18.42 6,400,000
Court, Rose South East office
Kiln Lane,
Reading, RG2
OHP
1 Europa Drive, Freehold South Storage and 250,000 3.04 2,600,000
Shepcote Yorkshire, distribution
Business Park, Yorkshire &
Sheffield, S9 Humberside
1XT
Dolphin Bridge Freehold Middlesex, Business - 255,000 12.92 2,400,000
House, London office
Rockingham
Road,
Uxbridge,UB8
2XL
Booker Limited, Freehold Worcestershire, Storage and 191,625 4.30 2,350,000
Knightsbridge West Midlands distribution
Park,
Wainwright
Road,
Worcester,
WR4 9FA
Wicker House Freehold West Sussex, Business - 448,442 18.93 3,400,000
and Studios & South East office
Chandlers Yard,
High Street,
Worthing,
BN11 1DJ
2,740,723 27,500,000
Extraordinary general meeting
The resolutions to consider, inter alia, the issue of the consideration shares will be proposed at an extraordinary
general meeting of the company’s shareholders, to be held at 14:00 (GMT) (10:00 AST) on Monday, 17 March 2014
at Suite 1, Block F, Hirzel Court, St Peter Port, Guernsey, GY1 2NN.
The record date on which shareholders must be recorded in the company’s share register in order to attend and vote
at the extraordinary general meeting is 16:00 (GMT) (12:00 AST) on Wednesday, 19 February 2014.
Further cautionary
Shareholders are referred to the cautionary announcement published by the company dated 30 April 2013 and are
advised that GoGlobal is in discussions with parties for the acquisition of €83.8 million worth of properties in
Germany.
Accordingly, shareholders are advised to continue to exercise caution when dealing in their GoGlobal shares until a
further announcement is made.
18 February 2014
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