TREMATON CAPITAL INVESTMENTS LIMITED - Disposal of two properties to West Coast Leisure Proprietary Limited

Disposal of two properties to West Coast Leisure Proprietary Limited

TREMATON CAPITAL INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1997/008691/06)
JSE share code: TMT
ISIN: ZAE000013991
(“Trematon” or the “Company” or “the Group”)



DISPOSAL OF TWO PROPERTIES TO WEST COAST LEISURE PROPRIETARY LIMITED



1.     Introduction

Trematon shareholders (“Shareholders”) are referred to the announcement released on SENS on 12
December 2016 wherein they were advised that Trematon had, via Club Mykonos Langebaan Proprietary
Limited, its wholly owned subsidiary (“CML”), entered into an agreement with Tsogo Sun Holdings
Limited, a gaming, hotel and entertainment company listed on the JSE Limited (“Tsogo”) in terms of which
CML disposed of its 29.64% interest in West Coast Leisure Proprietary Limited (“WC Leisure”), which
holds the West Coast Casino license operated by Tsogo at Mykonos Casino for an aggregate
consideration of R190 million. The transaction was categorised as a category 2 transaction in terms of the
JSE Limited (“JSE”) Listings Requirements.

Trematon, via CML, has on 1 February 2017 entered into a further agreement (“the Agreement”) in terms
of which it will dispose of two immovable properties situated adjacent to the Mykonos Casino, collectively
known as Hobie Beach, Langebaan (“Properties”), to Tsogo, via WC Leisure, now a wholly owned
subsidiary of Tsogo, for an aggregate consideration of R30 million (“the Disposal”).

In terms of the aggregation rules of the JSE Listings Requirements, the Disposal constitutes a Category 1
transaction and is therefore conditional upon the approval of Shareholders. A Category 1 circular will be
distributed to Shareholders as referred to below.

2. Rationale for the Disposal

Trematon is an investment holding company that invests in assets and businesses which its management
believes are undervalued and have the potential to achieve targeted internal rates of return.

The consideration for the Disposal represents a good commercial return on the Properties when
compared to the present value of servicing and developing that land. CML will retain sufficient
development land in other areas of the Club Mykonos Resort to cater for its immediate development
needs and will continue to own all of the remaining development land at the resort and most of the
remaining commercial income producing assets on the resort. This includes restaurants and conference
facilities, a marina, a boat and general storage facility, residential units, shops and commercial assets.
CML does not own significant amounts of holiday rental stock, the bulk of the holiday units are owned by
timeshare companies or individuals.
3.    Effective dates

The effective dates of the Disposal in respect of each of the Properties will be the date of transfer of such
property to WC Leisure.

4. Consideration for the Disposal

The aggregate consideration for the Disposal is R30 000 000, apportioned as set out below and payable
in cash (the “Consideration”) on the effective dates. The proceeds of the Disposal will be utilised to grow
current business operations as well as retain cash reserves to enable the Group to take advantage of any
investment opportunities that may arise in the near future.

5. Details of the Disposal

In terms of the Agreement CML will dispose of the Properties to WC Leisure, voetstoots, for a
consideration of R30 million, as follows:


5.1.1     Erf 9673 Langebaan, Registration Division Malmesbury RD, Province of the Western Cape, in
          extent 8672 square metres and held by Deed of Transfer T45468/2008 for a consideration of
          R5 million; and


5.1.2     Erf 9674 Langebaan, Registration Division Malmesbury RD, Province of the Western Cape, in
          extent 2,82 hectares and held by Deed of Transfer T45469/2008 for a consideration of
          R25 million.

6. Conditions precedent

In terms of the Agreement the Disposal will be subject to, inter alia, the conditions precedent, that the
Disposal;-

6.1       shall be approved by Trematon shareholders in general meeting; and

6.2       shall be approved in writing by the board of directors of the Club Mykonos Langebaan Home
          Owners Association (“HOA”) and a clearance certificate shall be issued to WC Leisure in terms of
          the memorandum of incorporation of the HOA.

7. Profits attributable to and/or value of the net assets that are the subject of the Disposal

Net income on the Properties for the financial year ended 31 August 2016 was R1.2million and the value
of the net assets represented by the Properties is R30million.

8.    Warranties

The parties have undertaken to give each other the warranties and indemnities that are usual in
transactions of this nature.
9. Categorisation

The Disposal is categorised as a Category 1 transaction in terms of the aggregation rules of the JSE
Listings Requirements and requires the approval of Shareholders in general meeting. A circular
incorporating a notice convening the general meeting and setting out information regarding the Disposal
will be despatched to Shareholders in due course.

Cape Town
7 February 2017

Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)

Legal Advisor:
Bernadt Vukic Potash & Getz

Reporting Accountants
Mazars Inc.

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