Wrap Text
Results of Accelerated Bookbuild and Fulfillment of Conditions Precedent
TRANSCEND RESIDENTIAL PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2016/277183/06
JSE share code: TPF ISIN: ZAE000227765
(Approved as a REIT by the JSE)
(“Transcend” or “the Company” or “TPF”)
RESULTS OF ACCELERATED BOOKBUILD AND FULFILLMENT OF CONDITIONS PRECEDENT
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, CANADA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO
1. RESULTS OF ACCELERATED BOOKBUILD
Transcend is pleased to announce that it has successfully closed its equity raise of R156 million (“Equity Raise”)
implemented through an accelerated bookbuild as announced on SENS on 9 December 2021 (“Bookbuild”).
33,065,217 new ordinary shares (“Bookbuild Shares”) were placed pursuant to the Bookbuild at an issue price of R4.72
per Bookbuild Share. The issue price represents a discount of 6.27% to the volume weighted average traded price of
Transcend shares measured over the 30 business days ended 9 December 2021 (being the last business day prior to the
date of closing of the Bookbuild).
Subject to approval by the JSE Limited, listing and trading of the Bookbuild Shares is expected to commence from 09h00
on Wednesday, 15 December 2021.
2. FULFILLMENT OF CONDITIONS PRECEDENT
Transcend is pleased to inform shareholders ("Shareholders") that all suspensive conditions to the Sale Agreements as
defined in the circular to Shareholders dated 9 November 2021 (“Circular”) have been met and the two transactions (the
Block and Stoneleigh transactions) (“Proposed Transactions”) are now unconditional.
3. EFFECTIVE DATE OF THE PROPOSED TRANSACTIONS
3.1. The Block Transaction
Transcend will acquire the Block Portfolio (as defined in the Circular) on the date of registration of the units comprising
the Block Portfolio into the name of Transcend, which is expected to be by the end of January 2022.
3.2. Stoneleigh Transaction
Transcend will acquire the Stoneleigh Portfolio (as defined in the Circular) on the first day of the month following the
fulfilment of the suspensive conditions, being 1 January 2022.
4. DIRECTORS RESPONSIBILITY STATEMENT
The board of Directors of Transcend (“Board”) (including the independent members thereof (“the Independent Board”)),
individually and collectively, accept full responsibility for the accuracy of the information contained in this announcement
and certify that, to the best of their knowledge and belief, such information is true and this announcement does not omit
any facts that would make any of the information false or misleading or would be likely to affect the importance of any
information contained in this announcement.
The Independent Board and the Board have made all reasonable enquiries to ascertain that no facts have been omitted
and this announcement contains all information required by law and the Companies Act, 2008.
Bryanston
10 December 2021
Corporate Advisor and Bookrunner
Tenurey BSM Proprietary Limited
JSE Sponsor and Transaction Sponsor
Questco Corporate Advisory Proprietary Limited
Legal Advisor
Tonkin Clacey Incorporated
Independent Reporting Accountants and Auditors
KPMG
The equity raising is not an offer to the public as contemplated under the South African Companies Act, No.71 of 2008 as amended
(“Companies Act”), nor an offer of securities in any other jurisdiction. Participation in the equity raise is reserved for invited
investors only and subject to the terms and conditions provided to the invited investors. Potential investors are only permitted to
apply for shares with a minimum total acquisition cost, per single addressee acting as principal, of greater than or equal to R100
000, unless the potential investor is a person, acting as principal, whose ordinary business, or part of whose ordinary business, is
to deal in securities, whether as principal or agent (in reliance on Section 96(1)(a)(i) and 96(1)(b) of the Companies Act) or such
applicant falls within one of the other specified categories of persons listed in section 96(1) of the Companies Act.
This announcement is not for publication or distribution or release, directly or indirectly, in the United States of America (including
its territories and possessions, any state of the United States and the District of Columbia).
This announcement does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in
the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the
United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold, directly or indirectly, in
the United States, absent registration or an exemption from, or transaction not subject to, the registration requirements of the
Securities Act. No public offering of securities is being made in the United States. Neither this announcement nor any copy of it
may be taken, transmitted or distributed, directly or indirectly in or into the United States, Canada, Australia or Japan.
This announcement is for information purposes only and in member states of the European Economic Area (other than the United
Kingdom) is directed only at persons who are qualified investors (as defined in article 2(1)(e) of EU directive 2003/71/EC (the
“Prospectus Directive”) and the relevant implementing rules and regulations adopted by each Member State). In the United
Kingdom, this announcement is directed only at the following persons: investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); and high net worth entities, and other
persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order.
This announcement has been issued by and is the sole responsibility of Transcend. No representation or warranty express or
implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Tenurey BSM or by any
of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other
written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore
is expressly disclaimed.
Date: 10-12-2021 05:32:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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