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Update on Zenprop transaction and results of rights offer
INVESTEC PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2008/011366/06)
Share code: IPF ISIN: ZAE000180915
(“Investec Property Fund” or “the Fund”)
UPDATE ON THE ZENPROP TRANSACTION AND RIGHTS OFFER RESULTS ANNOUNCEMENT
NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS
UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
1. INTRODUCTION AND UPDATE ON THE ZENPROP TRANSACTION
Investec Property Fund shareholders (‘Shareholders’) are referred to the announcement released on the Stock
Exchange News Services of the JSE Limited (“SENS”) on 11 August 2015 and the transaction circular issued on
11 September 2015 (“Circular”) regarding the acquisition by Investec Property Fund of a portfolio of properties
(“Zenprop Portfolio”) from Zenprop Property Holdings Proprietary Limited and associated trusts (“Zenprop”) for
an aggregate purchase consideration of R7.06 billion.
As set out in the Circular, the Fund agreed to settle the purchase consideration for the Zenprop Portfolio as follows:
- R0.80 billion through the issue of Investec Property Fund shares to Zenprop at a price of R16.51 (ex
dividend) (“Vendor Consideration Shares”);
- R0.20 billion through the transfer to Zenprop of Investec Australia Property Fund (“IAPF”) shares owned by
the Fund at a price of R11.58 (ex dividend) per IAPF share;
- the remaining R6.06 billion (together with transaction costs) in cash funded through a combination of debt
and equity:
o R3.57 billion has been funded with gearing raised on the Zenprop Portfolio from a syndicate of
banks and debt capital market investors;
o R2.57 billion has been funded from the Investec Property Fund rights offer (“Rights Offer”), the
results of which are set out below.
Investec Property Fund is pleased to announce that all the properties in the Zenprop Portfolio, save for the Lerwick
Road and Union Castle properties, have transferred or will imminently transfer to the Fund. Accordingly, the
purchase consideration in respect of those properties, which amounts to R6.80 billion, has been settled. The Fund
anticipates that transfer of the Lerwick Road and Union Castle properties and the settlement of the remaining
purchase consideration of R0.26 billion will take place early in 2016.
2. RESULTS OF RIGHTS OFFER
Shareholders are referred to the finalisation announcement released on the SENS on Tuesday, 17 November 2015
and the circular to Shareholders issued on Tuesday, 1 December 2015 relating to the Rights Offer, in terms of which
the Fund offered a total of 171,032,683 Rights Offer shares (“Rights Offer Shares”) at a price of R15.00 per Rights
Offer Share (“Rights Offer Issue Price”) in the ratio of 35.57696 Rights Offer Shares for every 100 existing shares
held on the record date for the Rights Offer, being Friday, 4 December 2015.
The rights offer closed at 12:00 on Friday, 18 December 2015 and the results of the Rights Offer are as follows:
Number of
% of rights
Rights Offer Rm
offer
Shares
Rights Offer Shares available for subscription 171,032,683 100.0% 2,565.5
Subscriptions for Rights Offer Shares 111,758,423 65.3% 1,676.4
Applications for excess Rights Offer Shares 140,089 0.1% 2.1
Total applications 111,898,512 65.4% 1,678.5
Excess Rights Offer Shares available to be allocated 59,274,260 34.7% 889.1
Excess Rights Offer Shares allocated in terms of excess
140,089 0.1% 2.1
applications
Shares to be taken up by Zenprop nominees and associated
59,134,171 34.6% 887.0
trusts (“Sellers”)
Total Rights Offer Shares to be issued 171,032,683 100.0% 2,565.5
Excess allocations will be allocated in full.
In terms of the transaction agreement, following the allocation of excess applications to Shareholders, the Sellers
will take up the excess unsubscribed Rights Offer Shares at the ex-dividend Rights Offer price of R15.00 per share
(“Sellers’ Rights Offer Shares”). The issue of the Sellers’ Rights Offer Shares was approved at the General
Meeting held on Wednesday, 14 October 2015, and will be in part settlement of the transaction purchase
consideration as set out above.
3. ISSUE OF RIGHTS OFFER SHARES
Share certificates will be posted to holders of certificated shares who have followed their rights today (Monday, 21
December 2015). The CSDP or broker accounts of holders of dematerialised shares or their renouncees, who have
followed their rights, will be credited with the Rights Offer Shares and debited with any payments due today.
Share certificates will be posted to holders of certificated shares, or their renouncees, who have been allocated
Rights Offer Shares in terms of excess applications on or about Wednesday, 23 December 2015.
The custody account of holders of dematerialised shares, or their renouncees, who have been allocated Rights
Offer Shares in terms of excess applications, will be updated and their accounts at their CSDP or broker credited
on Wednesday, 23 December 2015.
4. ISSUE OF R800 MILLION VENDOR CONSIDERATION SHARES
In addition to the Rights Offer Shares, the Fund has issued a further 46,698,654 Investec Property Fund Shares as
a direct issue of shares to the Sellers in part settlement of the purchase consideration at a price of R16.51 per share
as set out in paragraph 1 above. An additional 1,756,827 shares will be issued to the Sellers on the transfer of the
Lerwick Road and Union Castle properties. Following the issue of these shares and the Rights Offer Shares, the
Fund’s total shares in issue will be 700 228 202.
Sandton
21 December 2015
Investment Bank and Sponsor
Investec Bank Limited
Date: 21/12/2015 12:05:00 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
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