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PEMBURY LIFESTYLE GROUP LIMITED - Acquisition of a property by PLG Properties Pty Ltd and Renewal of Cautionary

Release Date: 30/10/2017 17:37
Code(s): PEM     PDF:  
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Acquisition of a property by PLG Properties Pty Ltd and Renewal of Cautionary

PEMBURY LIFESTYLE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/205899/06)
(“PL Group” or “the Company”)
ISIN Code: ZAE000222949      JSE Code: PEM


ANNOUNCEMENT RELATING TO THE ACQUISITION OF A PROPERTY BY PLG PROPERTIES PROPRIETARY LIMITED
             (“PLG PROPERTIES”) AND RENEWAL OF CAUTIONARY ANNOUNCEMENT


1.    Background
      PL Group shareholders are advised that the PLG Properties, a subsidiary of PL Group, has entered
      into an agreement with Kopf Electronics CC (“Seller”) to acquire a property in Bryanston, for a
      total consideration of R40 000 000 (“the Acquisition” or “Property”).

      Shareholders are reminded that, as announced on 16 May 2017, PL Group acquired the business
      of Pembury Retirement Lodges through PLG Retirement Villages Proprietary Limited, with effect
      from 1 July 2017. The Property is one of the original Pembury Retirement Lodges and has been
      leased from the Seller for the past 18 years.

2.    Terms of the Acquisition
      The consideration of R40 000 000 per the agreement is payable to the Seller against the
      registration of transfer of the property as follows:

      -      R24 000 000 in cash or an acceptable bank guarantee payable on registration of the
             property; and
      -      The balance will be payable by the issuing 26 666 666 PL Group shares at R0.60 per share.

3.    Description of the property
      The Property is located in Bryanston with on Erf Number 3182/41464147 in the extent of
      approximately 10 000 square meters. The Property comprises of 71 retirement rooms and a frail
      care facility with excellent security situated at a convenient location.

4.    Effective Date
      The effective date will be the date of the registration of the property into PLG Properties name.

5.    Rationale for the Acquisition
      Rationale for the Acquisition is in terms of a wider strategy of the PL Group to, where practical and
      reasonable, endeavour to own and be in control of the properties from which its subsidiaries
      operate, either the Groups’ schools or retirement villages.

6.    Conditions precedent
      The Acquisition is subject to:

      -      The obtaining of a bank approved loan to the value of R24 000 000 by PL Group within 180
             days of signature of the Acquisition agreement by all parties; and
      -      The approval by the Board of directors of PL Group.
 7.    Property Specific Information
       Property specific information is detailed below:

        Property Name        Address                      Location                                   Sector
        Erf Number           2 Hobart Road,               Bryanston                      Retirement village
        3182/41464147        Bryanston

        Rentable Area                   Weighted Average Rental                               Tenant Profile
        (Square meters)                          Per M2
        6 151                                 39.62 per m2                    PL Group and its subsidiaries

 8.    Classification of the transaction
       The Acquisition is classified as a category 2 transaction on terms of the JSE Listings Requirements,
       as a result, shareholder approval is not required.

 9.    Financial Information
       The company has calculated an estimated value of the property at approximately R40 million,
       being the purchase consideration.

       PLG Retirement Villages has a rental agreement which currently provides for a monthly rent
       payment of R277 812, inclusive of VAT. Pursuant to the Acquisition, the rental income and rental
       expense will be eliminated on consolidation and the company will account for interest on the
       bond.

 10.   Renewal of cautionary announcement
       Shareholders are referred to the cautionary announcement dated 25 October 2017 and are
       advised that negotiations relating to potential acquisitions of additional retirement assets are still
       on-going.

       Accordingly, shareholders are advised to continue to exercise caution when dealing in the
       Company’s securities.

BY ORDER OF THE BOARD
30 October 2017
Johannesburg

Designated Advisor
Arbor Capital Sponsors Proprietary Limited

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