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Announcement Regarding Related Party Transactions
SYGNIA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/025416/06)
Share code on the JSE and A2X: SYG
ISIN: ZAE000208815
(“Sygnia” or “the Company”)
ANNOUNCEMENT REGARDING RELATED PARTY TRANSACTIONS BETWEEN SYGNIA ASSET
MANAGEMENT (PTY) LTD, BERET PROPERTIES (PTY) LTD AND WIDOK PROPERTIES (PTY) LTD
Introduction and renewal of Lease Agreements
Shareholders are advised that Sygnia Asset Management Proprietary Limited (“SAM”), a subsidiary of
Sygnia, has entered into agreements in terms of which it has renewed certain lease agreements with
related parties (“Transactions”).
In terms of Section 10.1 of the Listings Requirements of the JSE Limited (“JSE”) the Transactions are
categorised in the aggregate as a small related party transaction. The details relating to the
Transactions are set out below.
Lease Terms
SAM has entered into renewals of its property lease agreements as follows:
- The Foundry, Cardiff Street, Green Point, Cape Town, 8001 in terms of the following lease
agreements commencing on 1 March 2020 and terminating on one month’s written notice by
SAM (to terminate automatically on 28 February 2023):
- between Beret Properties Proprietary Limited (“Beret”) and SAM for a portion of the 5th floor;
- between Widok Properties Proprietary Limited (“Widok”) and SAM for a portion of the 6th
and 7th floors and 66 parking bays in the parking garage;
- the aggregate gross monthly rental is R620,188.80 (excluding VAT) escalating at 8.0% per
annum.
- Katherine and West Building, West Street, Johannesburg, Sandton, 2196 in terms of a lease
agreement between Beret and SAM for unit 40 on the 7th floor and 37 parking bays,
commencing on 1 March 2020 and terminating on one month’s written notice by SAM (to
terminate automatically on 28 February 2023). The aggregate gross monthly rental is
R290,940.30 (excluding VAT) escalating at 8.0% per annum.
- Newport House, 57 Prestwich Street, De Waterkant, Cape Town, 8001 in terms of the following
lease agreements between Beret and SAM for a portion of the 1st, 2nd and 3rd floors and 35
parking bays:
- commencing on 1 March 2018 and terminating on 29 February 2020. The aggregate gross
monthly rental is R315,475.00 (excluding VAT) escalating at 7.5% per annum.
- commencing on 1 March 2020 and terminating on one month’s written notice by SAM (to
terminate automatically on 28 February 2023). The aggregate gross monthly rental is
R347,749.70 escalating at 8.0% per annum.
(collectively the “Agreements”).
Related Party Considerations
Magda Wierzycka (“MW”) is a related party to the Company as she is the Executive Chairman of Sygnia
and a material shareholder in Sygnia via her associate, The Zatoka Trust, and her spouse, Mr Simon
Peile. Beret and Widok are 100% owned by The Zatoka Trust and are associates of MW (as defined in
section 10.1(b)(vii) of the JSE Listings Requirements read together with the definition of “associate”).
The entering into of the Agreements constitutes a small related party transaction as per the JSE Listings
Requirements and in terms of Section 10.7 of the JSE Listings Requirements the Company is required
to provide the JSE with written confirmation from an independent professional expert confirming
whether the terms and conditions of the Agreements are fair insofar as the shareholders of Sygnia
(“Shareholders”) are concerned.
Independent fairness opinion
In compliance with paragraph 10.7(b) of the JSE Listings Requirements, BDO Corporate Finance (Pty)
Ltd ("BDO") was appointed by the Company as the independent professional expert and has furnished
the Sygnia board of directors with its opinion (“Independent Expert Opinion”) confirming that the terms
of the Transactions are fair insofar as the Shareholders are concerned.
The Independent Expert Opinion is currently being reviewed by the JSE, whereafter it will lie open for
inspection at Sygnia’s registered office, 7th Floor, The Foundry, Cardiff Street, Cape Town, 8001, for a
period of 28 days from the date of issue. Shareholders will be advised further in this regard.
Cape Town
30 June 2021
Sponsor
The Standard Bank of South Africa Limited
Independent Expert
BDO Corporate Finance
Date: 30-06-2021 04:30:00
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