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PEREGRINE HOLDINGS LIMITED - Voluntary announcement regarding Java Capital, Stenham Property Management, ApexHi (UK) and GoGlobal Properties

Release Date: 14/08/2014 15:02
Code(s): PGR     PDF:  
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Voluntary announcement regarding Java Capital, Stenham Property Management, ApexHi (UK) and GoGlobal Properties

PEREGRINE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1994/006026/06)
JSE share code: PGR ISIN: ZAE000078127
(“Peregrine”)


VOLUNTARY ANNOUNCEMENT REGARDING:

    - COMPLETION OF THE ACQUISITION OF A 50% INTEREST IN JAVA CAPITAL;

    - THE DISPOSAL BY STENHAM OF THE STENHAM PROPERTY MANAGEMENT
      COMPANY;

    - THE DISPOSAL BY PEREGRINE OF ITS INTEREST IN APEX HI (UK) LIMITED; AND

    - A RESULTANT SIGNIFICANT MINORITY SHAREHOLDING IN AN ENLARGED GOGLOBAL PROPERTIES LIMITED.


The transactions referred to in this announcement, individually and collectively, where applicable, are not
categorisable under the JSE Listings Requirements and accordingly this announcement is for information
purposes only.

Java Capital transaction

Shareholders are advised that the acquisition, with effect from 1 July 2014, by Peregrine SA Holdings
Proprietary Limited of 50% of Java Capital has been unconditionally approved by the Competition
Commission. The acquisition forms part of the group’s strategy to expand its footprint within the financial
services industry. Java Capital is one of South Africa’s leading independent corporate finance and advisory
businesses and has been consistently independently ranked as a leading advisor within the South African
corporate finance and merger acquisition advisory market.

Stenham Properties / Apex Hi / GoGlobal transaction (“the property transactions”)

Shareholders are further advised that, with effect from 2 October 2014, GoGlobal Properties Limited
(“GoGlobal”), a company having a primary listing on the Bermuda Stock Exchange (“BSX”) and a secondary
listing on the Alternative Exchange of the JSE Limited (“AltX”) (and in which Peregrine has an approximate
29% shareholding prior to the transactions referred to herein) has acquired –

1     from Stenham Group Limited (“SGL”) (a wholly owned subsidiary of Stenham Limited) the Stenham
      Property Management business through the acquisition of the entire issued share capital of Stenham
      Property Holdings Limited and its subsidiaries (“Stenham Property”); and
2     the entire issued share capital of GoGlobal’s current investment manager Apex Hi (UK) Limited, in
      which Peregrine has a 40% shareholding.

SGL and Peregrine respectively will receive new GoGlobal ordinary shares to be listed on the BSX Register at
an issue price of EUR1,37 per share being the Euro equivalent of the net asset value per share of GoGlobal as at
31 March 2014.

The property transactions referred to above are:

    - part of a larger transaction is terms of which GoGlobal has also purchased the shares in a number of
      property companies which collectively own forty five buildings in Germany, Switzerland and the United
      Kingdom and which form part of the funds currently managed by Stenham Property (“the property
      company transactions”);
   - subject to the fulfilment of a number of conditions, including:
       - GoGlobal shareholders approving the issue of the consideration shares in an extraordinary general
           meeting;
       - admission of the new GoGlobal ordinary shares on the BSX and the AltX; and
       - the property company transactions becoming unconditional.

Following completion of all the property transactions:

   - Peregrine’s investment in property will, other than in respect of the retained assets referred to below, be
     through GoGlobal in which Peregrine will have a direct and indirect investment, the latter through the
     shares held by SGL;
   - certain assets currently under the management of Stenham Property which are not being sold to GoGlobal
     will be retained by SGL (“the retained assets”) with a view to realising those assets for cash over a
     period of time; and
   - performance and exit fees, where applicable, in respect of the property company transactions will be
     crystallised and realised and will be included in the Stenham (and Peregrine) results for the year ending
     31 March 2015. In addition SGL will, over time, receive performance and/or exit fees as and when the
     retained assets are disposed of.

 14 August 2014


Sponsor
Java Capital

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