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Announcement relating to the 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
Shareholders are advised that PLG Properties, a wholly owned subsidiary of PL Group (“Buyer”), has
entered into an agreement with Finch Haven Retirement Proprietary Limited (currently a Close
Corporation) (“Seller”) to acquire a property in Fairland, for a total purchase consideration of
R16 000 000 (“the Acquisition” or “the Property”). The Seller is not a related party to PL Group and
PL Group is not a property entity as defined in the JSE Listings Requirements. The property is
currently leased by PLG Retirement Villages Proprietary Limited (“PLG Retirement Villages”), a
wholly owned subsidiary of the Company.
Shareholders are reminded that, as announced on 16 May 2017, PL Group acquired the business of
Pembury Retirement Lodges through PLG Retirement Villages, with effect from 1 July 2017. The
Property is one of the original Pembury Retirement Lodges and has been leased from the Seller for
a number of years.
2. Terms of the Acquisition
The purchase consideration of R16 000 000 is payable to the Seller by way of a loan from the Seller,
which will be interest bearing and payable in cash within 7 years of the date of transfer of the
Property into the name of the Buyer. The loan will be secured through the registration of a first
mortgage bond in favour of the Seller or, in the event that a mortgage bond is granted by another
bank or financial institution (“Financial Institution”), a second covering bond will be granted for any
remaining portion of the purchase consideration.
3. Description of the Property
The Property houses a retirement village and is located conveniently in Fairland on Erf Number 518
in the extent of approximately 2 974 square meters. The retirement village is a smaller, intimate and
secure lodge of 34 mid care or assisted living suites and limited retirement cottages.
The mid care or assisted living suites are offered on a rental basis and are suitable for residents
requiring nursing or caregiving assistance.
4. Property Specific Information
Property specific information is detailed below:
Property Name Address Location Sector
Erf Number 228 Smit Street, Fairland Randburg, Retirement village
518 Gauteng (residential)
Rentable Area Weighted Average Rental per m2 Tenant Profile
(Square meters)
2 974 R30.26 PLG Retirement Villages
5. Effective date
The effective date of the Acquisition will be the date of the registration of the Property into the
name of PLG Properties.
6. Rationale for the Acquisition
The rationale for the Acquisition is based on PL Group’s wider strategy to, where practical and
reasonable, own and be in control of the properties from which its subsidiaries operate, be it its
schools or retirement villages.
7. Conditions precedent
The Acquisition is subject to:
7.1 the approval thereof by the Board of directors of PL Group; and
7.2 the conversion of the Seller from a Close Corporation to a private company.
8. Classification of the transaction
The Acquisition is classified as a Category 2 transaction in terms of the JSE Listings Requirements,
and accordingly, shareholder approval is not required.
9. Financial Information
The directors have calculated an estimated value of the Property at approximately R16 million,
being the purchase consideration. The Property will be independently valued in due course.
Rental received by the Seller in relation to the Property is R90 000 per month, excluding VAT, and is
paid by PLG Retirement Villages, a wholly owned subsidiary of PL Group.
Pursuant to the Acquisition, the rental paid by PLG Retirement Villages to PLG Properties will be
eliminated on consolidation in the group results. No third-party income will be received on the
Property.
The loan from the Seller, as referred in paragraph 2 above, will bear interest at the lower of 10% or a
10% discount to the rate charged by a Financial Institution, which interest will be payable monthly
in arrears. Any capital repayments are at the discretion of the Buyer during the 7-year period, in
multiples of R100 000.
10. Renewal of Cautionary Announcement
Shareholders are referred to the cautionary announcement dated 22 January 2018 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
2 February 2018
Johannesburg
Designated Advisor
Arbor Capital Sponsors Proprietary Limited
Date: 02/02/2018 01:03:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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