Wrap Text
Acquisition of a Property
Oasis Crescent Property Fund
A property fund created under the Oasis Crescent
Property Trust Scheme registered in terms of the
Collective Investment Schemes Control Act (Act 45 of 2002)
having REIT status with the JSE Limited
Share code: OAS
ISIN: ZAE000074332
(“OCPF” or “the Fund”)
ACQUISITION OF PROPERTY
1. INTRODUCTION
1.1. Unitholders are advised that the Fund entered into an agreement (“the Acquisition Agreement”) with
Oasis Crescent Property Company Proprietary Limited (“OCPC”) on or about 3 March 2016, in terms of
which the Fund will purchase from OCPC (“the Acquisition”) the property situate at 364a Victoria
Road, Salt River, Cape Town, being portions 1 to 4 of the Aberg Building Scheme, Scheme number
SS463/2003, together with all improvements, fixtures and fittings therein, as well as the exclusive
use areas forming part of the common property (“364 Victoria Road” or “the Property”). The total
purchase price for 364 Victoria Road is R23 million, which includes VAT at the rate of 0% (“the
Purchase Price”).
1.2. In terms of the Acquisition Agreement, possession of the Property shall be given to and be taken by
the Fund on 1 April 2016 (“Effective Date”), from which date the Fund shall be entitled to every
benefit arising from the Property and from which date the Property shall be held by the Fund at its
risk and the Fund shall be responsible for and shall pay all rates and taxes and other expenses
relating to the Property.
2. RATIONALE FOR THE ACQUISITION
The acquisition of the Property is firmly in line with the overall investment strategy of the Fund.
The Property is a good quality asset and will add value to the portfolio. The Property has location
advantages and development potential.
3. PURCHASE PRICE
3.1. The Purchase Price for the Acquisition will be settled by the Fund on the business day immediately
following the record date for the next distribution of the Fund that occurs after the date on which
the Property is transferred into the name of the Fund (“Payment Date”).
3.2. The Purchase Price will be settled by the Fund through the issue of units to OCPC on the Payment
Date, such units to be issued to OCPC at an 8% discount to the net asset value per unit of the Fund
on 31 January 2016.
4. RELATED PARTIES
4.1. OCPC is a related party of the Fund in terms of the JSE Listings Requirements.
4.2. Both the ratio of the Purchase Price to the Fund’s market capitalisation (as referred to in paragraph
9.6(a) of the JSE Listings Requirements) and the dilution in the Fund as a result of the issue of new
units set out above (as referred to in paragraph 9.6(b) of the JSE Listings Requirements), is less
than 10%, and this announcement is therefore made in terms of paragraph 21.11(c) of the JSE Listings
Requirements.
5. SUSPENSIVE CONDITIONS
5.1. The Acquisition is subject to the fulfilment, by no later than 11 March 2016, of the following
suspensive conditions:
5.1.1. the Fund obtaining, in writing, such approvals from the JSE as may be required (if any) in respect
of the proposed purchase, save for the JSE’s approval of the listing of the units to be issued by
the Fund to OCPC in terms of paragraph 3.2 above, which approval will only be obtained after the
date set out in paragraph 5.2 below;
5.1.2. the Fund obtaining, in writing, the necessary approvals and confirmations from the trustee of the
Fund in regard to the proposed issuing of units referred to in paragraph 3.2 above; and
5.1.3. the Competition Commission granting approval, in writing, for the transaction, should the
transaction require such approval.
5.2. The suspensive conditions are inserted for the benefit of the Fund and the Fund shall, to the extent
legally capable of being waived, have the sole election to waive any suspensive condition that is not
fulfilled by 11 March 2016 or such later date as the Fund and OCPC agree to in writing.
6. SIGNIFICANT TERMS
6.1. The Fund has received limited warranties from OCPC.
6.2. Should the Fund wish to sell, transfer, alienate or otherwise dispose of the Property or any portion
thereof, the Fund shall first offer the Property (or portion of the Property) to OCPC. The Fund’s
offer shall stipulate the cash price at which the Fund wishes to sell the Property (or portion of the
Property).
6.3. The Fund has granted OCPC an irrevocable call option (“Call Option”), which may be exercised by OCPC
at any time on written notice to the Fund (“Option Exercise Notice”), in terms of which the Fund
shall be obliged to sell and OCPC shall be obliged to purchase the Property (or portion of the
Property) on the terms and conditions contained in the Acquisition Agreement mutatis mutandis, save
that the purchase price shall be the fair market value thereof as at the date of the Option Exercise
Notice. Notwithstanding anything to the contrary, the Purchase Price of the Property shall be limited
so as to not result in any of the percentage ratios in paragraph 9.6 of the JSE Listings Requirements
exceeding 9.99% in respect of the Fund, provided that such percentage ratio of 9.99% may be exceeded
where the sale of the Property pursuant to the exercise of the Call Option by OCPC is subject to the
approval of the Fund’s unitholders (to the extent that such approval may be required under the JSE
Listings Requirements).
7. PROPERTY SPECIFIC INFORMATION RELATING TO THE PROPERTY
Property Location Sector Rentable Average Vacancy Purchase Value
area rental by price of of
per m2 rentable property property
area
m2 R m2 Rm Rm
364 Victoria Cape Town, Retail/ 2 251 51.34 Nil 23.0 23.0
Road WC Offices
Notes:
(i) The costs associated with the Acquisition are estimated at R67 547.
(ii) The Purchase Price payable in respect of the Property is considered to be its fair market value,
as determined by independent estate agents which formed the bases for valuation used by the
directors. The directors of Oasis Crescent Property Fund Managers Limited (“OCPFM”) are not
independent and are not registered as professional valuers or as professional associate valuers
in terms of the Property Valuers Profession Act, No. 47 of 2000.
8. FORECAST FINANCIAL INFORMATION OF THE ACQUISITIONS
The forecast financial information relating to the Acquisitions for the financial periods ending 31
March 2017 and 31 March 2018 is set out below. The forecast financial information has not been
reviewed or reported on by a reporting accountant in terms of Section 8 of the JSE Listings
Requirements and is the responsibility of the directors of OCPFM.
Description Forecast for the Forecast for the
12 months
12 months ending ending
31 March 2017 31 March 2018
R’000 R’000
Rental and related income 1 426 1 547
Net rental income 1 414 1 534
Operational net income 1 199 1 300
Net profit after tax 1 199 1 300
Forecast distribution in respect of
the property / attributable earnings 1 199 1 300
Notes:
1. The forecast net rental income reflects the net income after collection of fee costs,
based on the aggregate of contractual net rentals and contractual recoveries.
2. The forecast information for the 12 months ending 31 March 2017 and for the year ending 31
March 2018 has been calculated from the Effective Date of 1 April 2016.
3. The forecast information is based on the assumption that the rentable area of 2 251m2 that
is either vacant or comes up for renewal over the next 18 months, is let at market related
rentals or renewed at the current escalations in the lease agreements which range between
7% and 8%.
4. Contracted income constitutes 91% and 21% of the total forecast rental income for the periods
ending, respectively, 31 March 2017 and 31 March 2018. There is no contracted revenue linked
to rental guarantees.
5. Near contracted rental income comprises 9% and 79% of the total forecast rental income for
the periods ending 31 March 2017 and 31 March 2018 respectively.
6. Uncontracted rental income comprises 0% of the forecast rental income for both the periods
ending 31 March 2017 and 31 March 2018.
7. There is no non-rental income for either the period ending 31 March 2017 or the period ending
31 March 2018.
8. There are no material expenditure items.
9. The consideration for the Acquisition is to be settled by the issue of units and the
Fund does not incur tax.
3 March 2016
Cape Town
Designated Advisor
PSG Capital Proprietary Limited
Date: 03/03/2016 05:15:00 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 
