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STOR-AGE PROPERTY REIT LIMITED - Listing on the JSE on Monday, 16 November 2015, pre-emptive rights and director dealings

Release Date: 13/11/2015 17:45
Code(s): SSS     PDF:  
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Listing on the JSE on Monday, 16 November 2015, pre-emptive rights and director dealings

Stor-Age Property REIT Limited
(Incorporated in the Republic of South Africa)
(Registration number 2015/168454/06)
(Share Code: SSS ISIN ZAE000208963)
(“Stor-Age” or “the Company”)


Listing on the JSE on Monday, 16 November 2015, pre-emptive rights and director dealings



1. Fulfilment of conditions precedent to the listing

    1.1. The board of directors of the Company (“Board”) is pleased to announce that pursuant to
         the private placement and retail offer, the spread requirements as outlined in section 4.28(e)
         of the JSE Listings Requirements, have been achieved.

    1.2. The listing date is scheduled for Monday, 16 November 2015 (“Listing Date”) and based on
         a total of 139 404 002 ordinary shares in issue at such date, the Company will have a free
         float of approximately 75%.

2. Finalisation of the terms of the pre-emptive right

    2.1. As disclosed in the prospectus dated 26 October 2015 (“Prospectus”), RSI 2 Proprietary
         Limited, RSI 3 Proprietary Limited (collectively “Devco”) and Stor-Age undertook to
         negotiate in good faith and reach agreement on, prior to the Listing Date, the terms and
         conditions of a pre-emptive mechanism (“Pre-Emptive Right”) in respect of the self-storage
         facilities owned or to be acquired by Devco.

    2.2. The Board is pleased to announce that on 13 November 2015, Devco and Stor-Age
         reached agreement on the Pre-Emptive Right, by way of an addendum to the asset
         management and assignment agreement (the “Addendum”), in terms of which the Pre-
         Emptive Right is available to the Company for a five year period from the date on which any
         self-storage facility owned by Devco (a “Sale Property”) first commenced/es trading, both in
         respect of acceptance by Devco of a bona fide offer for a Sale Property from a third party or
         if Devco wishes to dispose of a Sale Property. The Addendum has been ratified by the
         shareholders of the Company and a copy is available for inspection at the offices of the
         Sponsor, Questco Corporate Advisory, 2nd Floor, the Pivot, Block D, Montecasino Boulevard, Fourways.

3. General authority to issue shares for cash
   Given the decision by the Board to issue additional shares on the Listing Date (as detailed in the
   announcement published on SENS on 9 November 2015), the shareholders of the Company
   have passed the necessary resolution approving the increase of the shares available under the
   Board’s general authority to issue shares for cash, from 17 902 800 to 20 910 600.

4. Directors’ Dealings

    4.1. In addition to the director’s interests as disclosed in the Prospectus and pursuant to the
         private placement, Paul Theodosiou, Matthews Sello Moloko and an associate of Graham
         Blackshaw applied for shares in the Company and received an allocation, the detail of
         which, in compliance with paragraph 3.63 to 3.66 of the JSE Listings Requirements, is
         disclosed below:



                                                                                                        1
Name of director and associate:           Graham Blackshaw, as a beneficiary
                                          of the Rich Black Trust

Company:                                  Stor-Age

Type of director:                         Non-executive director

Date of acquisition of Stor-Age shares:   Listing Date

Nature of transaction:                    Subscription

Number and class of securities            50 000 ordinary shares
disposed:

Price:                                    R10

Total value:                              R500 000

Nature of interest:                       Indirect beneficial

Clearance to deal provided:               N/A


Name of director:                         Paul Theodosiou

Company:                                  Stor-Age

Type of director:                         Independent non-executive chairman

Date of acquisition of Stor-Age shares:   Listing Date

Nature of transaction:                    Subscription

Number and class of securities            500 000 ordinary shares
disposed:

Price:                                    R10

Total value:                              R5 000 000

Nature of interest:                       Direct beneficial

Clearance to deal provided:               N/A


Name of director:                         Matthews Sello Moloko

Company:                                  Stor-Age

Type of director:                         Independent non-executive director

Date of acquisition of Stor-Age shares:   Listing Date

Nature of transaction:                    Subscription

Number and class of securities            60 000 ordinary shares
disposed:
                                                                             2
Price:                                    R10

Total value:                              R600 000

Nature of interest:                       Direct beneficial

Clearance to deal provided:               N/A



Cape Town
13 November 2015



Corporate Advisor, Bookrunner and Sponsor

Questco


Legal Advisor

Cliffe Dekker Hofmeyr Inc


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Date: 13/11/2015 05:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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