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REBOSIS PROPERTY FUND LIMITED - Disposal of Ascension A shares

Release Date: 06/02/2017 16:10
Code(s): REB     PDF:  
Wrap Text
Disposal of Ascension A shares

REBOSIS PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2010/003468/06)
JSE share code: REB ISIN: ZAE000201687
(Approved as a REIT by the JSE)
(“Rebosis” or “the company”)


DISPOSAL OF ASCENSION A SHARES


Rebosis shareholders are referred to the joint firm intention announcement released on SENS on 27 October 2016
wherein Rebosis shareholders were, inter alia, advised that Rebosis has given notice of its firm intention to acquire all
of the A ordinary shares of Ascension Properties Limited (“Ascension”) that Rebosis does not already own in
exchange for Rebosis A ordinary shares by scheme of arrangement (the “A share scheme”).

Shareholders are advised that Rebosis intends to dispose of 28 001 628 Ascension A ordinary shares, being all of the
Ascension A ordinary shares Rebosis owns (the “disposed shares”) to Meago Asset Managers Proprietary Limited at
R4.05 per share, payable in cash, for an aggregate consideration of R113 406 593 (the “disposal”). The Takeover
Regulation Panel has consented to the disposal in compliance with section 127(2) of the Companies Act, 71 of 2008
(the “Companies Act”) read with regulation 114(7) of the regulations to the Companies Act, and in terms of section
119(6) of the Companies Act, granted Rebosis an exemption from the requirement that the disposal be on the same
terms and conditions as the A share scheme.

Upon the implementation of the A share scheme, the Ascension A shares will be delisted and Rebosis, as offeror, will
not receive any Rebosis A ordinary shares but will instead acquire all of the Ascension A shares. The disposal
represents an opportunity for Rebosis to unlock value through the disposal of listed securities for cash, which will be
used to reduce Rebosis’ gearing. The consideration payable for the disposed shares represents a 6% discount to the
30 day volume weighted average traded price for Ascension A shares as at the date of this announcement. The
discounted price is considered appropriate by Rebosis, given the number of Ascension A shares held by it.

Pursuant to the disposal neither Rebosis nor any persons acting in concert with Rebosis may acquire any Ascension
shares for the duration of the offer period for the A share scheme, other than pursuant to the A share scheme. A further
announcement will be released on SENS within 24 hours of the implementation of the disposal.

The purchaser of the disposed shares will participate in the A share scheme and will receive the same consideration
(19.34236 Rebosis A ordinary shares for every 100 Ascension A ordinary shares held) as all other A scheme
participants.

6 February 2017


Corporate advisor and sponsor
Java Capital

Legal advisor
Cliffe Dekker Hofmeyr

Date: 06/02/2017 04:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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