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New Acquisition
Oasis Crescent Property Fund
A property fund created under the Oasis Crescent
Property Trust Scheme registered in terms of the
Collective Investment Schemes Control Act (Act 45 of 2002)
having REIT status with the JSE Limited (“JSE”)
Share code: OAS
ISIN: ZAE000074332
(“OCPF” or “the Fund”)
NEW ACQUISITION
1. INTRODUCTION
1.1. Unitholders are advised that the Fund entered into a sale of shares
agreement (“Sale Agreement”) with Oasis Crescent Property Company
Proprietary Limited (“OCPC”) and Eden Court Oasis Property Joint
Venture Proprietary Limited (“ECOP”) on 29 September 2017, in terms
of which the Fund will purchase the entire issued share capital of
ECOP (“Sale Shares”) from OCPC (“Transaction”).
1.2. The Sale Shares will be acquired by the Fund on 1 October 2017
(“Effective Date”) on the terms set out in the Sale Agreement,
subject to the Fund obtaining, by that date, in writing, the
necessary approvals and confirmations from the trustee of the Trust
regarding the proposed issuing of participatory units, on the basis
set out in the Sale Agreement.
1.3. ECOP currently holds a 99 year usufruct (“Usufruct”) over land at 32
Montreal Drive, Cape Town, being Erf 170986, Cape Town on which the
construction of a modern warehousing facility has recently been
completed (“Warehouse”), further details of which appear below.
1.4. Post the implementation of the Sale Agreement, ECOP will be 100%
held by the Fund.
2. RATIONALE FOR THE TRANSACTION
2.1. The Transaction will provide the Fund with exposure to a recently
constructed modern warehouse with strong location advantages.
2.2. Increasing exposure to high quality strategically located property
is in line with the Fund’s strategy of growing its direct property
portfolio with high quality assets that have the potential to attract
high quality tenants on longer term leases.
3. PURCHASE PRICE
3.1. The Fund will acquire the Sale Shares in two tranches for an
aggregate consideration of R57 000 000(“Sale Price”), as follows:
3.1.1. the first tranche will comprise 501 ECOP shares (“First Tranche
Sale Shares”) for a consideration of R31 689 893 (“First Tranche
Sale Price”); and
3.1.2. the second tranche will comprise 400 ECOP shares (“Second Tranche
Sale Shares”) for a consideration of R25 310 107 (“Second Tranche
Sale Price”).
3.2. Settlement of the First Tranche Sale Price by the Fund will occur
as follows:
3.2.1. R11 689 893 in cash and/or cash equivalent on 2 October 2017
against the transfer of the First Tranche Sale Shares to the Fund;
and
3.2.2. the balance of the First Tranche Sale Price, being an amount of
R20 000 000, on the later of (i) the business day immediately
following the payment date for the Fund’s next distribution to its
unitholders to be paid in December 2017 (“December 2017
Distribution”) or (ii) 15 December 2017, through the issue of
participatory units by the Fund to OCPC at an issue price equal
to the volume weighted average price at which units in the Fund
traded over:
3.2.2.1. the 3 business days prior to the declaration date of the December
2017 Distribution; or
3.2.2.2. in the event that no OCPF units were traded over the 3 day period
contemplated in paragraph 3.2.2.1 above, over the 30 business
days prior to the declaration date of the December 2017
Distribution,
with the number of units to be so issued being calculated by
dividing R20 000 000 by such issue price per unit, adjusted to
exclude the December 2017 Distribution.
3.3. Payment of the Second Tranche Sale Price by the Fund will occur in
cash and/or cash equivalent on the 2 October 2017, after the sale,
delivery and transfer of the First Tranche Sale Shares has been
effected and implemented, against the transfer of the Second Tranche
Sale Shares to the Fund.
4. RELATED PARTY
OCPC is a related party of the Fund in terms of the JSE Listings
Requirements. However, based on the size of the Transaction, relative
to the Fund’s overall market capitalisation, the Transaction does not
constitute a related party transaction under the JSE Listings
Requirements and does not require unitholder approval. This
announcement is made in terms of paragraph 21.11(c) of the JSE Listings
Requirements.
5. INFORMATION RELATING TO THE USUFRUCT AND ECOP
Information regarding the Usufruct held by ECOP appears in the table
below:
Property Location Sector Erf size GLA Value of
m2 m2 Usufruct
and
Warehouse
Rm
32 Cape Industrial 10 385 5 750 57.0
Montreal Town,
Drive Western
Cape
5.1. The cost of the Sale Shares is considered to be an amount equal to
the net asset value of ECOP. The major component of the net asset
value relates to the value of the underlying Usufruct (together with
the value of the Warehouse). This has been independently valued at
R57 000 000 which formed the basis of the valuation used by the
directors. The directors of Oasis Crescent Property Fund Managers
Limited 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.
5.2. The Warehouse is currently vacant and therefore no profits are
currently attributable to it.
5.3. ECOP will, upon implementation of the Transaction, be wholly-owned
by the Fund. The Fund will accordingly adhere to the provisions of
paragraph 10.21 of Schedule 10 of the JSE Listings Requirements.
29 September 2017
Cape Town
Designated Advisor
PSG Capital Proprietary Limited
Date: 29/09/2017 05:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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