Wrap Text
Putprop to Continue Growth Strategy by Raising R100 Million
PUTPROP LIMITED
Incorporated in the Republic of South Africa
(Registration number 1988/001085/06)
Share code: PPR ISIN: ZAE000072310
(“Putprop” or “the Company” or “the Group”)
PUTPROP TO CONTINUE GROWTH STRATEGY BY RAISING R100 MILLION
DECLARATION ANNOUNCEMENT IN RESPECT OF THE PUTPROP RIGHTS OFFER
1. INTRODUCTION
Putprop is pleased to announce that it intends to raise R100 039 703 from its shareholders
by way of a partially underwritten renounceable rights offer (“Rights Offer”). Putprop has
received an irrevocable undertaking from its major shareholder, Carleo Enterprises
Proprietary Limited (“Carleo Enterprises”) (who holds 54.73% of the issued share capital
of Putprop), to follow its rights in terms of the Rights Offer and to subscribe for all the
ordinary shares in Putprop (“Shares”) to which it is entitled. In addition, Carleo Enterprises
has agreed to underwrite a maximum of 7 189 321 Rights Offer Shares in order to ensure
that 100% of the intended capital is raised.
In terms of the Rights Offer, Putprop will offer a total of 15 879 318 new Shares (“Rights
Offer Shares”) at a subscription price of 630 cents per Rights Offer Share (“Subscription
Price”) in the ratio of 55.15 Rights Offer Shares for every 100 Shares held at the close of
business on the record date for the Rights Offer, being Friday, 20 February 2015 (“Record
Date”). Qualifying shareholders will also have the right to apply for Rights Offer Shares in
excess of their entitlements, on the same terms and conditions as those applicable in terms
of their entitlements.
2. PURPOSE OF THE RIGHTS OFFER
The purpose of the Rights Offer is to provide Putprop with additional capital in the amount
of R100 039 703 so as to refocus Putprop’s portfolio, with the aim of holding fewer, larger
properties with a greater predictability in earnings as well as to facilitate a reduction in the
Company’s risk profile by eliminating an excessive dependence of rental income from one
major tenant.
All funds raised will be utilised to purchase commercial or industrial properties with medium
to long term contractual rentals at yields that fall within the parameters set by the
Company’s investment committee. Putprop is currently considering a shortlist of properties
with blue chip, national tenants.
3. NATURE OF THE BUSINESS OF PUTPROP AND PROSPECTS
Putprop, a property investment company which has been listed on the Main Board of the
JSE since 4 July 1998, owns and manages a portfolio of industrial, retail and commercial
properties, deriving its income from contracted rentals.
At the financial year ended 30 June 2014, the Group’s property portfolio consisted of
15 properties located primarily in the Johannesburg and Pretoria metropolitan areas of
Gauteng, with a total market value of R315.2 million and a total gross lettable area (“GLA”)
of 74 993m2. The acquisition in June 2014 of Bank City, a commercial office block with a
GLA of 2 339m2 located in Potchefstroom in the North West Province, which asset was
transferred on 10 July 2014, increased the Group’s property portfolio to 16 properties with a
total GLA of 77 332m2.
The majority of the Group’s business activities are operated in the industrial segment.
Industrial properties make up 88.3% of GLA of the property portfolio, with retail and
commercial properties making up 7.9% and 3.8%, respectively.
While the Group has limited exposure in the commercial segment at present, the board of
directors of Putprop (“Board”) has taken a strategic decision to increase its interest in this
segment in the short term should suitable opportunities which will contribute to growth of
the capital matrix, present themselves.
While the Board believes that, with the likelihood of continued pressure on rentals and
vacant space, the next 12 months or so will continue to present challenges for the property
sector as a whole, it will strive to strengthen the Group’s property portfolio by diversifying
into both the commercial and new geographic areas, increase earnings over the short to
medium term and deliver long term growth for Putprop shareholders.
4. SALIENT TERMS OF THE RIGHTS OFFER
In terms of the Rights Offer, Putprop will offer a total of 15 879 318 Rights Offer Shares at a
subscription price of 630 cents per Rights Offer Share in the ratio of 55.15 Rights Offer
Shares for every 100 shares held in Putprop on the close of business on the Record Date.
The Subscription Price represents a discount of 17% to the 30 day volume weighted
average traded price of Putprop Shares on the JSE Limited (“JSE”) as at 5 February 2015,
being the date prior to the release of this announcement.
Qualifying shareholders will have the right to apply for Rights Offer Shares in excess of their
entitlements, on the same terms and conditions as those applicable in terms of their
entitlements.
Upon their issue, the Rights Offer Shares will rank pari passu in all respects with the
existing Putprop Shares.
5. IRREVOCABLE UNDERTAKING
Carleo Enterprises who holds 54.73% of the issued share capital of Putprop has provided
Putprop with an irrevocable undertaking to follow all of their rights in terms of the Rights
Offer and to subscribe for all the ordinary Shares to which they are entitled. In terms of the
irrevocable undertaking, such shareholder has agreed to follow their Rights Offer
entitlement as set out below:
Number of
Number of Number of Percentage Shares held
Shares held Rights of Rights in Putprop
in Putprop Offer Offer after the
before the Share Shares Rights
Name of shareholder Rights Offer offered (%) Offer*
Carleo Enterprises 15 757 021 8 689 997 54.73 24 447 018
15 757 021 8 689 997 54.73 24 447 018
* Assuming all Rights Offer Shares are subscribed for in terms of the Rights Offer.
6. SALIENT DATES AND TIMES
2015
Rights Offer Declaration Data announcement released on
SENS Friday, 6 February
Rights Offer Finalisation announcement released on SENS Tuesday, 10 February
Last day to trade in Putprop Shares in order to settle trades by
the Record Date for the Rights Offer and to qualify to
participate in the Right Offer (cum entitlement) on Friday, 13 February
Listing of and trading in the Letters of Allocation on the JSE
under JSE code PPRN and ISIN ZAE000199444 commences
at 09:00 on Monday, 16 February
Putprop Shares commence trading ex-rights on the JSE at
09:00 on Monday, 16 February
Circular and Form of Instruction posted to certificated
shareholders Tuesday, 17 February
Record date for the Rights Offer for purposes of determining
the Putprop shareholders entitled to participate in the Rights
Offer at the close of business on Friday, 20 February
Rights Offer opens at 09:00 on Monday, 23 February
Holders of dematerialised Putprop Shares will have their
accounts at their CSDP or broker automatically credited with
their Letters of Allocation on Monday, 23 February
Holders of certificated Putprop Shares will have their Letters of
Allocation credited to an electronic register at the Transfer
Secretaries on Monday, 23 February
Circular distributed to dematerialised shareholders, who have
elected to receive such documents Tuesday, 24 February
Last day to trade in Letters of Allocation in order to settle trades
by the Record Date for the Letters of Allocation and participate
in the Rights Offer at the close of business on Friday, 27 February
Last day for Form of Instruction to be lodged with the Transfer
Secretaries by holders of certificated Putprop Shares wishing
to sell all or part of their Rights Offer Entitlement by 12:00 on Friday, 27 February
Listing and trading of Rights Offer Shares commences on the
JSE at 09:00 on Monday, 2 March
Last day for Form of Instruction to be lodged with the Transfer
Secretaries by holders of certificated Putprop Shares wishing
to subscribe for or renounce all or part of their Rights Offer
Entitlement by 12:00 on (see note 2) Friday, 6 March
Record date for Letters of Allocation Friday, 6 March
Rights Offer closes at 12:00 and payment to be made on Friday, 6 March
CSDP/broker accounts credited with Rights Offer Shares and
debited with the payments due in respect of holders of
dematerialised Putprop Shares on Monday, 9 March
Rights Offer Share certificates in terms of the Rights Offer
posted to holders of certificated Putprop Shares via registered
post on or about Monday, 9 March
Results of Rights Offer announced on SENS on Monday, 9 March
CSDP/broker accounts credited with excess Rights Offer
Shares, where applicable, and debited with the payments due
in respect of holders of dematerialised Putprop Shares on Wednesday, 11 March
Rights Offer Share certificates in terms of the excess Rights
Offer Shares, where applicable, posted to holders of
certificated Putprop Shares via registered post on or about Wednesday, 11 March
Refund cheques posted to holders of certificated Putprop
Shares in respect of unsuccessful applications via registered
post on or about Wednesday, 11 March
Notes:
1. Holders of dematerialised Putprop Shares are required to notify their CSDP or broker of the action
they wish to take in respect of the Rights Offer in the manner and by the time stipulated in the
agreement governing the relationship between the dematerialised shareholder and his CSDP or
broker.
2. Putprop share certificates may not be dematerialised or rematerialised between Monday, 16
February 2015 and Friday, 20 February 2015, both days inclusive.
3. CSDPs effect payment in respect of holders of dematerialised Rights Offer Shares on a delivery
versus payment basis.
4. To the extent that the rights are accepted, dematerialised shareholders will have their accounts at
their CSDP automatically credited with their rights and certificated shareholders will have their
rights credited to an account at Computershare Investor Services.
5. Rights Offer share certificates to be issued in terms of the Rights Offer will be posted to persons
entitled thereto, by registered post, at the risk of the certificated shareholders concerned.
7. RESTRICTIONS ON THE RIGHTS OFFER
Any shareholder resident outside the Common Monetary Area, being the Republics of
South Africa and Namibia and the Kingdoms of Lesotho and Swaziland, who receives the
Rights Offer circular and accompanying form of instruction, should obtain advice as to
whether any governmental and/or any other legal consent is required and/or any other
formality must be observed to enable such a subscription to be made in terms of such form
of instruction.
The Rights Offer does not constitute an offer in any jurisdiction in which it is illegal to make
such an offer and the Rights Offer circular and accompanying form of instruction should not
be forwarded or transmitted any person in any territory other than where it is lawful to make
such an offer.
The Rights Offer Shares have not been and will not be registered under the Securities Act
of the United States of America. Accordingly, the Rights Offer Shares may not be offered,
sold, resold, delivered or transferred, directly or indirectly, in or into the United States or to,
or for the account or benefit of, United States persons, except pursuant to exemptions from
the Securities Act. The Rights Offer circular and the accompanying documents are not
being, and must not be, mailed or otherwise distributed or sent in, into or from the United
States. The Rights Offer circular does not constitute an offer of any securities for sale in the
United States or to United States persons.
The Rights Offer contained in the Rights Offer circular does not constitute an offer in the
District of Columbia, the United States, the Dominion of Canada, the Commonwealth of
Australia, Japan or in any other jurisdiction in which, or to any person to whom, it would not
be lawful to make such an offer (“Non-qualifying shareholder”). Non-qualifying
shareholders should consult their professional advisers to determine whether any
governmental or other consents are required or other formalities need to be observed to
allow them to take up the Rights Offer, or trade their entitlement. To the extent that Non-
qualifying shareholders are not entitled to participate in the Rights Offer, such Non-
qualifying shareholders should not take up their Rights Offer entitlement or trade in their
Rights Offer entitlement and should allow their rights in terms of the Rights Offer to lapse.
8. ANTICIPATED DIRECTORS DEALINGS IN TERMS OF RIGHTS OFFER SHARES
Of the 3 421 859 Shares held by Directors (and their associates), 100% in respect thereof,
have indicated an intention to follow their rights in terms of the Rights Offer as follows:
Director Rights to be followed
B C Carleo 744 215
A L Carleo-Novello 560 321
P Senatore 582 633
Total 1 887 169
9. FURTHER ANNOUNCEMENT AND CIRCULAR
The Rights Offer Finalisation Announcement is expected to be released on SENS on or
about 10 February 2015.
The Rights Offer circular, and accompanying form of instruction for use by certificated
shareholders only, containing full particulars of the Rights Offer will be posted to
shareholders on or about 17 February 2015.
The Rights Offer circular containing full particulars of the Rights Offer will be distributed to
dematerialised shareholders who have elected to receive such documents on or about
24 February 2015.
Johannesburg
6 February 2015
Sponsor, Corporate Advisor and Book Runner
Merchantec Capital
Forward Looking Statement:
This announcement contains certain forward looking statements. These forward-looking
statements are not historical facts but rather are based on the Company’s current expectations,
estimates and projections about the industry in which Putprop operates, and beliefs and
assumptions regarding the Company’s future performance. Words such as “anticipates”,
“expected”, “intends”, “plans”, “believes”, “seeks”, “estimated”, “potential” and similar
expressions are intended to identify forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks, uncertainties
and other factors, some of which are beyond the control of the Company, are difficult to predict
and could cause actual results to differ materially from those expressed or forecasted in the
forward-looking statements. Putprop cautions shareholders and prospective shareholders not to
place undue reliance on these forward-looking statements, which reflect the view of Putprop only
as of the date of this announcement. The forward-looking statements made in this
announcement relate only to events as of the date on which the statements are made. Putprop
will not undertake any obligation to release publicly any revisions or updates to these forward-
looking statements to reflect events, circumstances or unanticipated events occurring after the
date of this announcement except as required by law or by any appropriate regulatory authority.
Date: 06/02/2015 11:51:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
