RBA HOLDINGS LIMITED - Disposal of shares

Disposal of shares

RBA HOLDINGS LIMITED (IN BUSINESS RESCUE)
(Incorporated in the Republic of South Africa)
(Registration number: 1999/009701/06)
(Share Code: RBA ISIN Code: ZAE000199642)
(“RBA” or “the Company”)

DISPOSAL OF SHARES


 1.   Introduction and rationale for the transaction
      It has been the Company’s strategy over the past few years to dispose of its non-core
      assets.

      A share sale and claims agreement (the “Agreement”) has been signed on 15 December
      2016 between RBA Developments (JHB) (Pty) Ltd (in business rescue), a wholly owned
      subsidiary of the Company (the “Seller”), Picture Perfect Trading 203 (Pty) Ltd RF (“Picture
      Perfect”) and SAWHF PVE (SA) being an en commandite partnership represented by its
      general partner the South African Workforce Housing Fund (SA GP) (RF) (Pty) Ltd, (the
      “Purchaser”) (“the transaction”).

      Picture Perfect wholly owns an SPV named Sunnyshore Trade and Invest 105 (Pty) Ltd
      that owns erven 8487 and 8488 Protea Glen Ext 11, located in Protea Glen, Soweto that
      have been developed into 176 Res 3 units held as rental stock.

      In terms of the Agreement the Seller sells to the Purchaser the 74 (seventy four) Class B
      Shares that it holds in the issued share capital of Picture Perfect and all claims which the
      Seller has against Picture Perfect. The effective date of the transaction shall be the first
      business day after the conditions precedent have been fulfilled.

 2.   Terms and conditions of the transaction
      The aggregate purchase price amounts to R3,500,074 and the proceeds of the sale will
      be used to supplement working capital requirements.

      All conditions have now been fulfilled.

 3.   Financial information on the transaction
      The value of the net assets that are the subject of the transaction are R5,952,561 and the
      losses attributable to the net assets that are the subject of the transaction are R827,892.

 4.   Categorisation of the transaction
      The JSE has ruled that the transaction is a category 2 transaction and shareholders’
      approval is not required.




15 December 2016
Braamfontein

Designated Adviser
Exchange Sponsors

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