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TEXTON PROPERTY FUND LIMITED - Acquisition of Property Portfolio

Release Date: 21/05/2018 07:09
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Acquisition of Property Portfolio

TEXTON PROPERTY FUND LIMITED
Granted REIT status by the JSE
Incorporated in the Republic of South Africa
(Registration number 2005/019302/06)
Share code: TEX       ISIN: ZAE000190542
(“Texton” or “the Company”)


ACQUISITION OF PROPERTY PORTFOLIO


1. INTRODUCTION AND RATIONALE

   The Board of Directors of Texton (“the Board”) is pleased to inform shareholders that the Company has,
   as detailed below, concluded sale of rental enterprise agreements (“Agreements”) with Equites Property
   Fund Limited (“Equites”) and various wholly-owned subsidiaries thereof for the acquisition of a portfolio of
   logistics properties, being Erf 37225 Milnerton (“Crossroads”), Unit 1 SS Execujet Business Centre
   49/2009 (“Execujet Hangar”), Erf 159592 Cape Town (“Madrid Road”) and Erf 174566 Cape Town
   (“Montreal Road”) (“the Acquisition”), for an aggregate purchase consideration of R205.3 million at a
   proposed acquisition yield of 9.4%.

   The Acquisition is consistent with Texton’s investment strategy of acquiring portfolio enhancing industrial
   properties which offer long-term, sustainable income streams and provide an attractive, risk adjusted return
   profile. This investment also improves Texton’s tenant and sectoral profiles by reducing its exposure to
   office properties whilst improving the percentage of large national tenancies underpinned by strong tenant
   covenants. The portfolio provides exposure to logistics assets that are well suited to the current macro-
   economic environment and will be earnings accretive for Texton.

   The details pertaining to the Acquisition are set out in paragraph 2 below.

2. DETAILS OF THE ACQUISITION

   2.1 Crossroads

   Texton has agreed terms with Nascispan Proprietary Limited (registration number 2008/01054/07), a
   wholly-owned subsidiary of Equites, to acquire Crossroads for an aggregate purchase consideration of
   R48 400 000. Details of the property are as follows:

   Property name              Location                   GLA                         Tenant

   Crossroads                 ERF 37225 Milnerton        2 880m²                     Crossroads Distribution
                                                                                     Proprietary Limited

   2.2 Execujet Hangar

   Texton has agreed terms with Dormell Properties 711 Proprietary Limited (registration number
   2008/01054/07), a wholly-owned subsidiary of Equites, to acquire Execujet Hangar for an aggregate
   purchase consideration of R91 500 000. Details of the property are as follows:

   Property name              Location                    GLA                        Tenant

   Execujet Hangar            Unit 1 of SS Execujet       5 347m²                    Execujet Aviation
                              Bufcsiness Centre,                                     Proprietary Limited
                              49/2009

   2.3 Madrid Road

   Texton has agreed terms with Applemint Properties 93 Proprietary Limited (registration number
   2008/026173/07), a wholly-owned subsidiary of Equites, to acquire Madrid Road for an aggregate
   purchase consideration of R25 400 000. Details of the property are as follows:

   Property name              Location                    GLA                        Tenant

   Madrid Road                ERF 159592 Cape             3 000m²                    NGK Ceramics (SA)
                              Town                                                   Proprietary Limited

   2.4 Montreal Road

   Texton has agreed terms with Equities Property Fund Limited (registration number 2013/080877/06), to
   acquire Montreal Road for an aggregate purchase price of R40 000 000. Details of the property are as
   follows:

   Property name              Location                    GLA                        Tenant

   Montreal Road              ERF 174566 Cape             3 800m²                    Courier IT Proprietary
                              Town                                                   Limited

Each of the properties are single tenanted. The weighted average lease term is 4.4 years and the weighted
average rental per m2 for the portfolio is R114.86. Total annual rental income is R19 274 879 for the portfolio.

3. EFFECTIVE DATE

   The effective date of the Acquisition will be the transfer date.

4. CONDITIONS PRECEDENT OF THE ACQUISITION

   The Acquisition is subject to the fulfilment of the following suspensive condition:

   -   The sale and all transactions contemplated in the Agreements (to the extent necessary) being
       unconditionally approved by the Competition Authorities in terms of the Competition Act, or conditionally
       approved on terms and conditions which each of the purchaser and seller confirms in writing to the other
       to be acceptable to it.

5. FINANCIAL INFORMATION

   The value of the net assets attributable to the Acquisition as at 28 February 2018 was R91 846 617. The
   profit after tax attributable to the net assets for the year ended 28 February 2018 was R23 809 756.
   The annual financial statements for the year ended 28 February 2018 were prepared in accordance with
   IFRS.

6. INDEPENDENT VALUATION OF THE ACQUISITION

   A valuation of the properties forming part of the Acquisition was performed on 30 April 2018 by Peter Parfitt
   representing Quadrant Properties Valuers who is independent and is registered as a professional valuer
   in terms of the Property Valuers Profession Act, 2000 (Act 47 of 2000). The valuations of the properties
   are as follows:

    Property Name                                                                                   Valuation
                                                                                                      (R’000)
    Crossroads                                                                                        48 400
    Execujet Hangar                                                                                   91 500
    Madrid Road                                                                                       25 400
    Montreal Road                                                                                     40 000

7. PROPOSED FUNDING OF THE ACQUISITION

   The Acquisition will be funded through third party funding.

8. CATEGORISATION OF THE ACQUISITION

   The Acquisition constitutes a Category 2 transaction in terms of the JSE Listings Requirements and,
   accordingly, does not require approval by shareholders.



Johannesburg
21 May 2018

Sponsor
Merchantec Capital

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