Sharenet Sites 
Sharenet Sites
Announcement regarding the disposal of land and renewal of cautionary announcement
VISUAL INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/030975/06)
(“the Company” or “Visual”)
ISIN Code: ZAE000187407 Share code: VIS
ANNOUNCEMENT REGARDING THE DISPOSAL OF LAND AND RENEWAL OF CAUTIONARY ANNOUNCEMENT
Introduction
Shareholders are referred to the renewal of cautionary announcement issued on SENS on
28 June 2016 and are advised that an agreement has been signed between the
Company, its subsidiary companies Stellendale Village Proprietary Limited (“Stellendale
Village”) and Visual International Proprietary Limited (“Visual International”) and
Mergence Africa Property Fund Proprietary Limited (“the purchaser” or “Mergence”),
which agreement provides for the disposal by Stellendale Village of the Remainder of
Erf 24258, Kuils River, Cape Town (“the Property”).
Details of the Property and Rationale for Disposal
The Property comprises 7 831 square meters of land which has been sub-divided into
19 erven comprising numbers 23626 – 23644 Kuils River and public place 24621Kuils River
and Erf 24260 (a portion of Erf 24258) measuring 8482 square meters, which land has been
sub-divided into 21 erven comprising numbers 23602 – 23622 Kuils River and public place
23623 Kuils River.
The Property is currently zoned for residential development and forms Phase 1 of the
Stellendale Lifestyle Estate. Phase 1 involves the development of 289 rental units (suites
and cottages) and a parkade providing for 300 parking bays.
The conclusion of this agreement will serve to fast track the achievement by Visual of its
strategic objective to develop Stellendale Lifestyle Estate. It is also the first step in
developing a long term relationship with Mergence which envisages Visual providing
Mergence with a pipeline of quality residential units.
Terms of the Disposal
Consideration and effective date:
The disposal consideration is R11 million, exclusive of VAT, which amount will be settled in
cash on the date of registration of the Property into the name of the purchaser. The
effective date will be the date of transfer of the Property.
Condition precedent:
The agreement is subject to the Property being registered in the name of the purchaser
within 180 days of the signature date.
Other significant terms:
The agreement provides that:
(i) it is the intention of the parties to enter into separate development management
and property management agreements and to appoint Visual International or an
associated entity to develop Phase 1 of the intended development on behalf of
Mergence; and
(ii) that subject to the implementation of the above-mentioned appointments, the
purchaser will have a right of first refusal to acquire the land, together with the
development rights, for the Phase 2 development (537 rental units, 500 parking bays
and central facilities buildings).
Financial information
The property was acquired on 20 January 2014 for R6 600 000 and is carried in the
company’s books at R7 350 000 as at 31 August 2015. The property has been recently
independently valued on 29 February 2016 by Adval, an independent registered valuer, at
R10 000 000. A covering bond is registered against the property. The sale consideration of
R11 000 000 will result in a profit of R3 650 000 based on the last published results as at
31 August 2015. The proceeds will be primarily applied towards the reduction of secured
debt in the Visual group and for working capital purposes.
Categorisation
The proposed disposal is a Category 2 transaction in terms of the Johannesburg Stock
Exchange Listings Requirements for AltX listed companies and shareholder approval is
accordingly not required. The Purchaser is not a related party to Visual.
Renewal of cautionary announcement
Shareholders are referred to the previously published update announcement and are
advised that the company continues in negotiations with other parties on various
transactions. A separate update announcement will be issue in due course.
Shareholders are accordingly advised to continue to exercise caution when dealing in
their shares.
Johannesburg
28 July 2016
Designated Advisor
Arbor Capital Sponsors Proprietary Limited
Date: 28/07/2016 09:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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