Wrap Text
Acquisition of various portfolios of residential properties, and withdrawal of cautionary announcement
INDLUPLACE PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/226082/06)
JSE share code: ILU ISIN: ZAE000201125
(Approved as a REIT by the JSE)
(“Indluplace” or “the Company”)
ACQUISITION OF VARIOUS PORTFOLIOS OF RESIDENTIAL PROPERTIES, AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION AND RATIONALE
Further to the cautionary announcement released on 12 June 2017, the board of directors of Indluplace (the “Board”) is pleased
to announce that Indluplace and its wholly owned subsidiary Friedshelf 1781 Proprietary Limited (“Subco”) have concluded
agreements (the “transaction agreements”) with multiple vendors (collectively “the vendors”), some of whom are members
of or affiliated to the Buffet group of entities ("the Buffet group"), to in effect acquire, through a variety of transaction
mechanisms, three residential property portfolios comprising approximately 2 900 residential units ("the portfolios"), for an
effective transaction consideration of approximately R1.4 billion (the “transaction consideration”) (“the transactions”).
The transactions are in line with the Company’s strategy to grow its residential portfolio through acquiring yield enhancing
properties and portfolios that provide income from the first day of acquisition. The proposed transactions will enhance the
Company’s current portfolio with diverse, well located, quality properties and further establishes Indluplace as the residential
income property consolidator in South Africa.
In addition, the Company has secured a right of first refusal from the relevant members and partners of the well-respected
Buffet group who are vendors, in respect of further residential properties with an aggregate value of up to R500 million. It is
anticipated that there will be a continuing relationship with the Buffet group, which will be beneficial to the Company.
2. TERMS OF THE TRANSACTIONS
2.1 The first portfolio transaction
2.1.1 The properties comprising the "first portfolio" as described in paragraph 3 ("the first portfolio") are all owned by
companies ("the first portfolio companies") whose shares are held by the relevant vendors described in paragraph 3.
2.1.2 The relevant transaction agreements comprise subscription and share purchase agreements, pursuant whereto the first
portfolio companies will be constituted as wholly-owned subsidiaries of Subco ("the first portfolio transactions").
2.1.3 The subscription consideration payable by Subco in terms of the relevant transaction agreements is in each case an
amount equal to the agreed value attributable to the property held by the first portfolio companies, as set out in
paragraph 3, adjusted for working capital items.
2.1.4 The subscription consideration is payable in cash. The Company will subscribe for shares in Subco to capitalise
Subco so that Subco is able to pay such subscription consideration. The Company may elect to fund such
capitalisation in whole or in part by way of debt funding or a specifically approved share placement, a vendor
consideration placing or other share placement.
2.1.5 The first portfolio transactions will become commercially effective, and the subscription consideration will be
payable on, the later of 1 July 2017 or the 1st day of the month following the month in which the last of the conditions
precedent referred to below has been fulfilled or waived (as applicable), or such other date as may be agreed in
writing between the relevant parties ("the effective date").
2.1.6 If the effective date has not occurred by 1 July 2017, the value attributable to the first portfolio shall escalate at an
annual rate of 5% from 1 July 2017 to the effective date.
2.1.7 The relevant transaction agreements provide for warranties and indemnities that are normal for a transaction of this
nature.
2.1.8 The first portfolio transactions and the third portfolio transactions (as described below) are linked and indivisible,
and are subject to the fulfilment or waiver, as the case may be, of the relevant conditions precedent set out in
paragraph 2.5.
2.2 The second portfolio transaction
2.2.1 The properties comprising the "second portfolio" as described in paragraph 3 ("the second portfolio") have been
sold to the Company by the relevant vendors described in paragraph 3 in terms of separate agreements ("the second
portfolio transactions").
2.2.2 The purchase consideration payable by the Company in terms of each the relevant transaction agreements is set out
in paragraph 3.
2.2.3 The purchase consideration is payable in cash. The Company may elect to fund such consideration in whole or in
part by way of debt, a specifically approved share placement, a vendor consideration placing or other share
placement.
2.2.4 The second portfolio transactions will become commercially effective, and the purchase consideration will be
payable on, the later of 1 July 2017 or the 1st day of the month following the month in which the last of the relevant
conditions precedent referred to below has been fulfilled or waived (as applicable), or such other date as may be
agreed in writing between the Parties ("the effective date").
2.2.5 If the effective date has not occurred by 1 July 2017, the value attributable to each property in the second portfolio,
and therefore the relevant purchase consideration, shall escalate at an annual rate of 6% from 1 July 2017 to the
effective date.
2.2.6 The relevant transaction agreements provide for warranties and indemnities that are normal for a transaction of this
nature.
2.2.7 The second portfolio transactions are all separate and several transactions, and are not linked to or conditional upon
any of the other transactions or each other.
2.3 The third portfolio transaction
2.3.1 The properties comprising the "third portfolio" as described in paragraph 3 ("the third portfolio") are in terms of
the relevant transaction agreements acquired by the Company from the relevant vendors described in paragraph 3 in
terms of asset-for-share transactions ("the third portfolio transactions").
2.3.2 The consideration payable by the Company in terms of each the relevant transaction agreements is set out in
paragraph 3.
2.3.3 The consideration is in each case payable by way of the assumption of bank debt, with the balance being settled by
the issue of shares in the Company to the relevant vendors ("Indlu shares"), such shares ("the consideration
shares") to be issued at a price per share equal to the price achieved in any placement that the Company may have
undertaken to fund all or part of the consideration payable in terms of the first portfolio transaction, and if there was
no such placement, at a price equal to the higher of the closing price and the 5-day-volume weighted average traded
price of Indlu shares on the JSE on the day before the effective date (as defined below).
2.3.4 The third portfolio transactions will become commercially effective, and the consideration will be payable on, the
later of 1 July 2017 or the 1st day of the month following the month in which the last of the relevant conditions
precedent referred to below have been fulfilled or waived (as applicable), or such other date as may be agreed in
writing between the Parties ("the effective date").
2.3.5 If the effective date has not occurred by 1 July 2017, the value attributable to the third portfolio, and therefore the
relevant consideration, shall escalate at an annual rate of 5% from 1 July 2017 to the effective date.
2.3.6 Those properties comprising the third portfolio which are described as the "tranche 2" properties in paragraph 3,
have recently been developed and are still being tenanted. In the circumstances the following additional arrangements
apply in relation to those properties:
2.3.6.1 the initial consideration for the relevant property is as set out in paragraph 3;
2.3.6.2 the relevant vendors provide an income guarantee to the Company, which will ensure that the net operating
income derived from the relevant properties for the initial period of one year is not less than the currently
forecast net operating income for the relevant property;
2.3.6.3 at the end of the initial period of one year (which period is subject to extension in certain circumstances),
the actual net income derived from the relevant property for such initial period will be determined and the
property will be revalued based on such actual net income and by applying a yield of 9.5%;
2.3.6.4 such valuation may result in the payment of additional consideration for the relevant property to the relevant
vendor or a price reduction amount payable by the relevant vendor, ultimately resulting in an acquisition
yield of 9.5% on the actual normalised net operating income; and
2.3.6.5 pending the determination of any upward or downward adjustment to the consideration, the Company shall
on the effective date advance to the relevant vendors an amount equal to the value of the property that would
have applied had it been valued by applying an acquisition yield of 9.5% to the forecast net operating income
for the initial period less the initial consideration.
2.3.7 The relevant transaction agreements provide for warranties and indemnities that are normal for a transaction of this
nature.
2.3.8 In terms of a placement and underwriting agreement ("the placement and underwriting agreement") entered into
with each of the relevant vendors, the Company shall, if the relevant vendor elects before the effective date to dispose
of its consideration shares, act as its placing agent on the basis that it shall ensure that its consideration shares are
placed (whether by way of a book-build, treasury repurchases or otherwise) at a price not lower than the price at
which they were issued less any distribution that may have been paid in respect of the consideration shares, failing
which the Company shall pay an additional amount to the vendor and/or procure that the consideration shares are
purchased into treasury by a subsidiary of the Company, in such amount/at such price as may be required to ensure
that the relevant vendor realises an aggregate amount which is not less than the aggregate price at which all the
consideration shares were issued less any distributions received in respect thereof.
2.3.9 The third portfolio transactions and the first portfolio transactions are linked and indivisible, and are subject to the
fulfilment or waiver, as the case may be, of the conditions precedent set out in paragraph 2.5.
2.4 Other arrangements
2.4.1 The Fynbos Trust, an entity affiliated with the Buffet group, will by way of a separate written guarantee ("the Fynbos
Trust Guarantee") guarantee inter alia certain warranty, indemnity and delivery obligations of the vendors under
the first portfolio transaction and the third portfolio transaction.
2.4.2 Each of the vendors under the first portfolio transaction and the third portfolio transaction who are members of the
Buffet group or its partners have granted to the Company a right of first refusal agreement ("the right of first refusal
agreement") in respect of certain further residential properties with an aggregate value of up to R500 million.
2.4.3 As a result the Company and Buffet Trustees Proprietary Limited have entered into an agreement ("the loan and
subscription agreement") in terms whereof the Company will issue to an entity associated with the Buffet group
Indlu shares to a value of between R240 million to R250 million, at an issue price of R10.73 per Indlu share ("the
Buffet Shares"), and will advance to such entity by way of a loan the funds required to subscribe for the Buffet
shares. The loan is for a period of 10 years and carries interest in an amount equal to the distributions paid in respect
of the Buffet shares. The Buffet shares serve as security for the loan and their disposal is subject to certain time
restrictions in respect of which such entity may only sell a certain percentage of such shares over a 3, 4 and 5 year
period. Any proceeds derived from the disposal of each of the Buffet shares equal to the original cost of such share
must be used to repay the loan.
2.5 Conditions precedent
2.5.1 The first portfolio transactions and the third portfolio transactions are subject to the fulfilment or waiver, as the case
may be, of the following outstanding conditions precedent:
2.5.1.1 by not later than 2 business days from the date of signature of the principal transaction agreement, being
19 June 2017 ("the signature date"), the Fynbos Trust has executed the Fynbos Trust guarantee;
2.5.1.2 by not later than 2 business days from the signature date, the right of first refusal agreement has been entered
into;
2.5.1.3 by not later than 2 business days from the signature date, the agreements in respect of the first portfolio
transactions and the third portfolio transactions have been entered into;
2.5.1.4 by not later than 5 business days from the signature date, the Company has furnished the relevant vendors
with written notice that it is satisfied with its financial and tax due diligence investigation undertaken in
respect of the relevant properties and/or companies, as applicable;
2.5.1.5 by not later than 5 business days from the signature date, the vendors in respect of the first portfolio
companies have delivered copies of the most recent audited accounts of the first portfolio companies to the
Company;
2.5.1.6 by not later than 10 July 2017, the board of directors of the Company has authorised the entering into of
first portfolio transactions and the third portfolio transactions and the relevant transaction agreements;
2.5.1.7 by not later than 10 July 2017, the investment committee of the Company's board of directors has
unconditionally approved the first portfolio transactions and the third portfolio transactions and the relevant
transaction agreements;
2.5.1.8 by not later than 10 July 2017, Arrowhead Properties Limited has provided an irrevocable undertaking to
vote its shares in the Company in favour of the resolutions to be proposed at the meeting of shareholders of
the Company called in order to approve, inter alia, the first portfolio transactions and the third portfolio
transactions;
2.5.1.9 by not later than 31 August 2017, all applicable debt and hedge providers have, to the extent required,
provided such consents or approvals, in writing, as may be required in order for the first portfolio
transactions and the third portfolio transactions to be implemented;
2.5.1.10 by not later than 10 September 2017, the Company and the first portfolio companies have obtained all
requisite approvals from their directors, shareholders, the JSE, the Takeover Panel and any other regulatory
authority in connection with the implementation of the first transactions and the third transactions, including
resolutions adopted by the requisite majority of the Company's shareholders in accordance with the JSE
Listings Requirements and the Companies Act, including a specific authority to effect any treasury
repurchases pursuant to the placement and underwriting agreement, the specific issue of shares for in terms
of the loan and subscription agreement, and approval required in terms of section 44 of the Companies Act
to provide the loan in terms of the loan and subscription agreement;
2.5.1.11 by not later than 29 September 2017, the first transactions and the third transactions have been approved by
the applicable Competition Authorities; and
2.5.1.12 by not later than 29 September 2017, each of the agreements relating to first transactions and the third
transactions has become unconditional in accordance with its terms, save for any condition therein requiring
any other such agreement to become unconditional.
2.5.2 The second portfolio transactions are subject to the fulfilment or waiver, as the case may be, of the following
outstanding conditions precedent:
2.5.2.1 the management agreement being entered into between the Company and Amorispan Proprietary Limited
by no later than 30 June 2017;
2.5.2.2 the sellers passing resolutions approving the second transactions within 10 business days of the signature
date;
2.5.2.3 by not later than 10 July 2017, the investment committee of the Company's board of directors has
unconditionally approved the second portfolio transactions and the relevant transaction agreements;
2.5.2.4 within 60 business days of the signature date, the Company has obtained all requisite approvals (to the
extent necessary) from the Competition Commission, its shareholders, the JSE and any other regulatory
authority in connection with the implementation of the second transactions; and
2.5.2.5 within 10 business days of receiving the approvals referred in the paragraph immediately above, the sellers
confirming that no third party has any options, pre-emptive rights or similar rights over the subject of the
second transactions.
3. OVERVIEW OF THE PROPERTY PORTFOLIOS AND DESCRIPTION OF VENDORS
Average
residential Total Net retail
Property Geographical Residential rental/unit retail GLA rental per m2 Transaction value
name Vendor location Sector units (no) (R/month) (m2) (R) (R)
THE FIRST PORTFOLIO TRANSACTION
Golden Oaks Yieldex 1, Boksburg, Townhouse 165 4 669 - - 73 609 272
4, 7 & 10 Gauteng complex
(Pty) Ltd
Trejon Unlocked Florida, Suburban 34 5 050 - - 15 131 947
Properties Gauteng walk-up
6 (Pty) Ltd
Belgrade Unlocked Florida, Suburban 44 4 308 - - 16 463 208
Properties Gauteng walk-up
13 (Pty)
Ltd
Telmond & Unlocked Bramley Park, Townhouse 53 7 875 - - 39 000 000
Hollyland Properties Gauteng complex
14 (Pty)
Ltd
Progress Ixonix Randburg, Suburban 75 4 521 1 177 66 41 388 752
House (Pty) Ltd Gauteng highrise
Windmill Unlocked Johannesburg Inner city 91 4 192 149 107 35 946 947
Properties CBD, Gauteng highrise
12 (Pty)
Ltd
Villa Kazi Unlocked Johannesburg Inner city 100 1 932 55 427 12 687 078
Properties CBD, Gauteng highrise
21 (Pty)
Ltd
Skypark Unlocked South Beach, Inner city 39 4 822 509 64 17 407 846
Properties Durban highrise
11 (Pty)
Ltd
Brixton Unlocked Brixton, Suburban 43 - - - 10 017 477
Properties Gauteng walk-up -
1 (Pty) Ltd students
Trifecta Unlocked Greyville, Suburban 80 - - - 25 703 375
Properties Durban walk-up -
10 (Pty) students
Ltd
1 Eloff Buffshelfco Johannesburg Inner city 320 3 853 - - 110 347 099
7 (Pty) Ltd CBD, Gauteng walk-up
Pomegranate First Johannesburg Inner city 116 2 977 - - 24 403 818
Heights Residential CBD, Gauteng walk-up
Project
(Pty) Ltd
Delvers Deep Vasalolor Johannesburg Inner city 33 2 721 152 210 9 468 916
Pty) Ltd CBD, Gauteng highrise
THE SECOND PORTFOLIO TRANSACTION
Remeds Artisans Jeppestown, Inner city 35 5 800 267 140 19 212 010
View Trust Gauteng walk-up
Amberfield Propsky 2 Vanderbijlpark Suburban 102 - - - 59 839 252
Village (Pty) Ltd Gauteng walk-up -
students
Park Village Propsky 4 Vanderbijlpark Suburban 109 - - - 88 433 459
(Pty) Ltd Gauteng walk-up -
students
THE THIRD PORTFOLIO TRANSACTION
TRANCHE 1
Rhodesfield Buffshelf Rhodesfield, Suburban 62 4 444 - - 26 369 308
63 Trust Gauteng walk-up
Cranborough Buffshelf Windsor, Suburban 48 4 930 - - 22 805 288
Mews 51 Trust Gauteng walk-up
Rothchild Buffshelf Roodepoort, Townhouse 74 5 500 - - 34 854 807
Manor 51 Trust Gauteng complex
Upper East Buffshelf Boksburg, Townhouse 52 6 554 - - 34 313 743
Side 51 Trust Gauteng complex
Villa Mia Buffshelf Benoni, Townhouse 81 5 411 - - 40 595 491
51 Trust Gauteng complex
Rand Buffshelf Randburg, Suburban 48 5 301 - - 24 076 138
President 51 Trust Gauteng walk-up
Summer Buffshelf Kloofendal, Townhouse 49 8 131 - - 41 315 689
Place 51 Trust Gauteng complex
Logan's Buffshelf Liefde En Townhouse 42 7 906 - - 37 889 208
View 62 Trust Vrede, complex
Gauteng
Sunset View Buffshelf Liefde En Townhouse 30 6 493 - - 22 977 851
62 Trust Vrede, complex
Gauteng
Kilimanjaro Buffshelf Alberton, Townhouse 92 4 950 - - 53 667 244
62 Trust Gauteng complex
Jackson's Buffshelf Alberton, Townhouse 88 4 967 - - 46 729 123
Cove 62 Trust Gauteng complex
Sparrow Buffshelf Germiston, Townhouse 97 5 000 - - 49 423 496
Hawk 62 Trust Gauteng complex
Kings Buffshelf Kempton Park, Suburban 21 5 000 - - 8 287 982
74 Trust Gauteng walk-up
Samuel Buffshelf Kempton Park, Suburban 21 5 000 - - 8 448 220
74 Trust Gauteng walk-up
Ezra Buffshelf Kempton Park, Suburban 24 3 800 - - 8 384 361
74 Trust Gauteng walk-up
Chronicles Buffshelf Kempton Park, Suburban 24 3 800 - - 7 451 110
74 Trust Gauteng walk-up
Levicitus Buffshelf Kempton Park, Suburban 24 3 800 - - 8 859 418
74 Trust Gauteng walk-up
Exodus Buffshelf Kempton Park, Suburban 24 3 800 - - 8 682 022
74 Trust Gauteng walk-up
Genesis Buffshelf Kempton Park, Suburban 24 3 800 - - 8 861 178
74 Trust Gauteng walk-up
Judges Buffshelf Kempton Park, Suburban 21 5 000 - - 8 670 754
74 Trust Gauteng walk-up
Nehemiah Buffshelf Kempton Park, Suburban 30 4 760 - - 11 664 949
74 Trust Gauteng walk-up
Deutronomy Buffshelf Kempton Park, Suburban 18 6 600 - - 10 058 347
74 Trust Gauteng walk-up
Numbers Buffshelf Kempton Park, Suburban 18 6 600 - - 10 477 178
74 Trust Gauteng walk-up
Joshua Buffshelf Kempton Park, Suburban 21 6 800 - - 10 322 747
74 Trust Gauteng walk-up
Ruth Buffshelf Kempton Park, School - - 1 080 103 6 999 525
74 Trust Gauteng
THE THIRD PORTFOLIO TRANSACTION
TRANCHE 2
Noordheuwel Buffshelf Krugersdorp, Townhouse 51 6 038 - - 31 900 130
Heights 51 Trust Gauteng complex
Germiston Buffshelf Germiston, Suburban 44 3 497 - - 15 241 621
62 Trust Gauteng walk-up
Waterfront Buffshelf Germiston, Townhouse 30 6 280 - - 16 677 084
62 Trust Gauteng complex
Arches Buffshelf Benoni, Suburban 42 4 386 - - 20 186 247
92 Trust Gauteng walk-up
Cedar Valley Buffshelf Rosettenville, Townhouse 58 5 921 - - 35 549 570
92 Trust Gauteng complex
Westwood Buffshelf Boksburg, Townhouse 28 8 200 - - 22 694 148
and 92 Trust Gauteng complex
Huntingdon
Place
Maria Buffshelf Benoni, Suburban 33 4 388 - - 13 023 281
Mansions 92 Trust Gauteng walk-up
Robwill Buffshelf Benoni, Suburban 54 4 563 - - 25 096 915
Mansions 92 Trust Gauteng walk-up
Springbok Buffshelf Benoni, Suburban 40 4 000 - - 17 316 366
Court 92 Trust Gauteng walk-up
Surrey Buffshelf Randburg, Suburban 62 6 352 - - 41 151 765
51 Trust Gauteng walk-up
Total 2 914 4 264 3 389 98 1 390 082 760
The net operating income attributable to the first, second and third portfolio transactions, for the 12 months ended 30 June 2018,
is approximately R141 million. This information has not been reviewed or reported on by independent reporting accountants.
The transaction consideration attributable to the first, second and third portfolio transactions is considered to be its fair market
value, as determined by the directors of the Company. The directors of the Company are not independent and are not registered
as professional valuers or as professional associate valuers in terms of the Property Valuers Profession Act, No.47 of 2000. The
value of the net assets acquired is R1 390 082 760.
Details of the portfolio based on unit type, average monthly rental, number of units and percentage of units are set out in the
table below:
Average residential Percentage
rental/unit Number of units
Unit Type (R/month) of units (%)
Bachelor 3 553 121 4.1
Room 877 227 7.8
One bedroom 4 184 787 27.0
Two bedroom 4 836 1470 50.5
Three bedroom 3 595 249 8.5
Four bedroom 8 318 60 2.1
Total 4 264 2 914 100.0
4. FORECAST FINANCIAL INFORMATION
Set out below are extracts from the profit forecast of the portfolios (the “forecasts”) for the one month period to
30 September 2017 and the year ending 30 September 2018 (the “forecast period”). The forecasts, including the assumptions
on which they are based and the financial information from which they are prepared, are the responsibility of the Indluplace
Board.
The forecasts have been prepared on the assumption that the transactions will be effective from 1 September 2017 and on the
basis that the forecasts include forecast results for the duration of the forecast period. The forecasts have not been reviewed or
reported on by independent reporting accountants. The forecasts have been prepared in accordance with Indluplace’s accounting
policies, which are in compliance with International Financial Reporting Standards.
Forecast for the Forecast for the
1 month to year ending
R’000 30 September 2017 30 September 2018
Net rental income 15 779 195 268
Net operating expenses (4 404) (53 273)
Net operating income 11 375 141 995
Finance charges (5 659) (67 907)
Total profit and comprehensive income for the period/year 5 716 74 088
Profit available for distribution for the period/year 5 716 74 088
Notes and assumptions:
The forecasts incorporate the following material assumptions in respect of revenue and expenses that can be influenced by the
Board:
1. The forecasts have been prepared on an aggregated basis for the portfolio.
2. The forecasts are based on information derived from the management accounts of the portfolio, the budgets prepared
by their respective management, rental contracts and independent property valuations.
3. Rental income is based on each property’s rental agreement.
4. The operational cost structure of Indluplace is not anticipated to change as a result of the acquisition of the portfolio.
5. Finance costs are recognised at a weighted average cost of debt of 9.68% p.a on the cash portion of the transaction
consideration, being approximately R702 million.
6. No properties are under development during the forecast period.
7. No fair value adjustments are applied to the portfolio over the forecast period.
8. All existing lease agreements are valid.
The forecasts incorporate the following material assumptions in respect of revenue and expenses that cannot be influenced
by the Board:
1. The effective date of the transaction is assumed to be 1 September 2017.
2. There will be no unforeseen economic factors that will affect the lessee's ability to meet their commitments in terms
of existing lease agreements.
5. CATEGORISATION OF THE TRANSACTION
In terms of the JSE Listings Requirements, the transactions collectively constitute a Category 1 transaction and therefore
Indluplace shareholder approval is required. A circular convening a general meeting and providing further information on the
transactions will be sent to Indluplace shareholders in due course.
Where any acquisition results in a company becoming a subsidiary of Indluplace, the Company will ensure that there are no
provisions in the memorandum of incorporation that may frustrate or relieve the Company from compliance with the JSE
Listings Requirements.
6. WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
Shareholders are referred to the cautionary announcement issued by Indluplace in relation to the transactions which was
released on 12 June 2017 and are advised that on the basis of the above caution is no longer required to be exercised when
dealing in the Company’s shares.
20 June 2017
Corporate advisor and sponsor to Indluplace
Java Capital
Legal advisor
Cliffe Dekker Hofmeyr
Date: 20/06/2017 11:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.