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DISPOSAL OF PROPERTY
Freedom Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration No. 2012/129186/06)
Share code: FDP
ISIN: ZAE000185260
(“Freedom” or the “Company” or the “Group”)
DISPOSAL OF PORTION 18 OF FARM 799 BY FREEDOM’S WHOLLY OWNED SUBSIDIARY, CLEAR
CREEK TRADING 145 PROPRIETARY LIMITED
1. INTRODUCTION
Shareholders are advised that a wholly owned subsidiary of Freedom, Clear
Creek Trading 145 Proprietary Limited (the “Seller”) has entered into a sale
agreement (“Sale Agreement”) with Struwig Project Managing CC (the
“Purchaser”) in terms of which the Purchaser will acquire (the “Sale”) the
remainder of Portion 18 of Farm 799 in the division of East London in the
Eastern Cape Province (the “Property”), for a total consideration of
R13,680,000.00 (thirteen million six hundred and eighty thousand Rand) in cash
inclusive of Valued Added Tax (the “Consideration”).
2. RATIONALE FOR THE SALE
The Sale is in line with Freedom’s strategy of divesting of non-core assets
as set out in an announcement released on SENS on 15 March 2016 (the
“Announcement”). The proceeds will be applied within the Group in accordance
with the details set out in the Announcement.
3. BACKGROUND TO THE SELLER AND THE PURCHASER
3.1. The Seller
The Seller is a wholly owned subsidiary of Freedom and the owner of the
Property, located in the Registration Division of East London and in extent
17,9910 ha (seventeen comma nine nine one zero hectares).
3.2. The Purchaser
The Purchaser is a closed corporation registered in South Africa.
4. MATERIAL TERMS OF THE SALE AGREEMENT
4.1. Conditions Precedent
All conditions precedent to the Sale have been fulfilled.
4.2. Sale Consideration
The Consideration is payable as follows:
- R5,000,000.00 (five million Rand) is payable on the date of transfer of
the Property;
- R2,500,000.00 (two million five hundred thousand Rand) is payable on or
before 30 April 2017;
- R1,680,000.00 (one million six hundred and eighty thousand Rand) is
payable on the refund by the South African Revenue Service of the VAT
component of the Consideration to the Purchaser; and
- R4,500,000.00 (four million five hundred thousand Rand) is payable on
or before 30 April 2018.
4.3. Effective Date
The effective date of the Sale is 8 March 2017.
4.4. Other
The Seller and the Purchaser have each provided warranties that are
standard to a transaction of this nature.
5. VALUE AND PROFITS ATTRIBUTABLE TO THE PROPERTY
The value of the Property, effective as of 28 February 2015, and as determined
by an external valuer to the Seller, Mr JS Bosman (M.I.V) (SA), is as set out
below:
Title deed number: 1685/2014
Location: Gonubie, Eastern Cape
Sector: Residential
Original purchase price: R46,500,000.00 (forty-six million five hundred
thousand Rand)
Valuation: R115,900,000.00 (one hundred and fifteen million nine
hundred thousand Rand)
Gross lettable area: 47,589sqm
The Property was held for development and hence the gross lettable area, the
weighted average rental per square meter and rental income amounts are not
available.
The Property contributed R54,021,000.00 (fifty-four million and twenty-one thousand
Rand) to earnings being the revaluation of the Property net of deferred taxes
for the period ending 28 February 2015. The revaluation was not taken into
consideration for the determination of headline earnings and hence the
contribution of the Property to same was Rnil for this period.
6. CATEGORISATION
Due to its relative size to the market capitalisation of Freedom, the Sale is
deemed to constitute a Category 2 transaction under the JSE Listings Requirements.
Johannesburg
9 March 2017
Sponsor
Bravura Capital Proprietary Limited
Date: 09/03/2017 02:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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