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Acquisition of various properties
TEXTON PROPERTY FUND LIMITED
Granted REIT status by the JSE
(Incorporated in the Republic of South Africa)
(Registration number 2005/019302/06)
JSE code: TEX
ISIN: ZAE000190542
(“Texton” or “the Company”)
ACQUISITION OF VARIOUS PROPERTIES
A. INTRODUCTION
Texton is pleased to advise shareholders of the Company (“Shareholders”) that it has agreed
terms with the relevant vendors for the following properties:
- the Truworths Property; and
- The Grid Property
(collectively “the Property Acquisitions”).
The Property Acquisitions are consistent with Texton’s strategy of acquiring complementary and
portfolio enhancing properties which offer long-term distribution and capital growth underpinned
by strong underlying contractual cash flows and also presents an opportunity for Texton to
increase its portfolio weighting within the retail sector.
Details pertaining to the Property Acquisitions are set out in section B below. The Property
Acquisitions are not inter-conditional on one another.
B. INFORMATION RELATING TO THE PROPERTY ACQUISITIONS
1 THE TRUWORTHS PROPERTY ACQUISITION
1.1 THE TRUWORTHS PROPERTY ACQUISITION
Texton has agreed terms, on an exclusive basis, with Golddurb Investments Proprietary
Limited (“Golddurb”) in terms of which Texton will acquire from Golddurb the property
situated in a prime location at 381-387 Dr Pixley Kaseme Street, Durban, Kwa-Zulu Natal
(“the Truworths Property”), together with all leases, land and buildings, fixed assets and
assets installed therein, forming necessary parts of the letting enterprise as a going concern
(“the Truworths Property Acquisition”).
The Truworths Property is a sizeable retail property anchored by Truworths with 3.5 years
remaining on its lease. Other national tenants within the Truworths Property include, inter
alia, Shoprite and Cell C, who have long dated lease expiries, with strong tenant covenants.
The Truworths Property is well located in the centre of the Durban CBD and is subject to
very high volumes of pedestrian and vehicular traffic, making it a very desirable retail
location.
The effective date of the Truworths Property Acquisition will be the date of transfer of the
Truworths Property into the name of Texton, which is expected to be on or about 31 January
2016.
1.2 PROPERTY AND OTHER INFORMATION ON THE TRUWORTHS PROPERTY
ACQUISITION
Property description: Erf 11043 Durban, Erf 11044 Durban and the remainder
of Erf 11045 Durban (including portion 1 and 2 of Erf
11045 Durban)
Location: 381-387 Dr Pixley Kaseme Street, Durban, Kwa-Zulu
Natal
GLA: 13,640m2
Weighted average
lease expiry: 3.20 years
Weighted average
gross rental per m2: Retail: R188.66/m²
Vacancy (not paid for): 18%
Purchase price: R190,000,000
1.3 CONDITIONS PRECEDENT
The Truworths Property Acquisition is conditional on the fulfilment of, inter alia, a due
diligence on the Truworths Property, the approval by Texton’s investment committee and
the Competition Authorities.
1.4 CATERGORISATION
The Truworths Property Acquisition constitutes a Category 2 transaction in terms of the
Listings Requirements of the JSE Limited (“JSE Listings Requirements”) and
accordingly does not require shareholder approval.
1.5 RENTAL GUARANTEE
The vendor of the Truworths Property will guarantee the net rental income of the portion
of the space currently occupied by the Tshwane College of Commerce, being 1,105m2, for
a period of 5 years from the date of transfer of the Truworths Property into the name of
Texton.
2 THE GRID PROPERTY ACQUISITION
2.1 THE GRID PROPERTY ACQUISITION
Texton has agreed terms, on an exclusive basis, with Midnight Storm Investments 187
Proprietary Limited (“Midnight Storm”) in terms of which Texton will acquire from Midnight
Storm the property situated at 45 De La Rey Road, Rivonia, Gauteng (“The Grid Property”),
together with all leases, land and buildings, fixed assets and assets installed therein,
forming necessary parts of the letting enterprise as a going concern (“The Grid Property
Acquisition”).
The Grid Property, a recently developed 4 storey P grade office building with modern
finishes, is exclusively tenanted by Bilfinger Power Africa Proprietary Limited, a subsidiary
of the international engineering and services group Bilfinger SE, with 8.75 years remaining
on its lease.
The Grid Property is well located in Rivonia, a growing commercial and residential node in
northern Johannesburg. The property’s location and its close proximity to the N1 and
Rivonia Road make it a sought after business address, and an attractive alternative to
Sandton.
The effective date of The Grid Property Acquisition will be the date of transfer of The Grid
Property into the name of Texton, which is expected to be on or about 31 January 2016.
2.2 PROPERTY AND OTHER INFORMATION OF THE GRID PROPERTY ACQUISITION
Property description: Erf 286 Edenburg
Location: 45 De La Rey Road, Rivonia, Gauteng
GLA: 4,528m2
Weighted average lease
expiry: 8.75 years
Weighted average gross
rental per m2: Office: R127.44/m2
Vacancy: 0%
Purchase price: R105,387,714
2.3 CONDITIONS PRECEDENT
The Grid Property Acquisition is conditional on the fulfilment of, inter alia, a due diligence
on The Grid Property, the approval by Texton’s investment committee and the Competition
Authorities.
2.4 CATERGORISATION
As the The Grid Property Acquisition represents less than 5% of Texton’s market
capitalisation in terms of the JSE Listings Requirements, the disclosure contained in
paragraph 2 of this announcement is voluntary.
C. FUNDING OF THE PROPERTY ACQUISITIONS
The aggregate purchase consideration for the Property Acquisitions of approximately R295
million will be settled in cash through the utilisation of the proceeds from the Texton rights offer,
which closed on Friday, 2 October 2015.
D. INDEPENDENT VALUATIONS OF THE PROPERTY ACQUISITIONS
The board of directors of Texton (“the Board”) is satisfied that the property values of the
Truworths Property and The Grid Property are each in line with the purchase prices being paid
by Texton. The Board is not registered as professional valuers or as professional associate
valuers in terms of the Property Valuers Profession Act, No 47 of 2000.
E. CONCLUSION
The Board believes that the Property Acquisitions will further enhance the quality of Texton’s
underlying portfolio in a manner that is consistent with Texton’s investment strategy to build a
quality portfolio that offers long-term distribution and capital growth for Shareholders.
Dunkeld
8 October 2015
Investment Bank and Transaction Sponsor
Investec Bank Limited
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