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Audited consolidated annual financial statements for the year ended 31 August 2025
OCTODEC INVESTMENTS LIMITED
"Octodec" or the "company"
Incorporated in the Republic of South Africa
Registration number: 1956/002868/06
JSE share code: OCT
JSE alpha code: OCTI
ISIN: ZAE000192258
LEI: 3789I36JI0BKTUSZ8813
(Approved as a REIT by the JSE)
Audited consolidated annual financial statements for the year ended 31 August 2025
Octodec Investments Limited (Octodec or the company), its subsidiaries and associated company (the group) is a real estate investment trust (REIT) listed on
the JSE Ltd (JSE) and A2X, with a diversified portfolio of 219 residential, retail, office, and industrial properties situated in the major metropolitan
areas of Tshwane and Johannesburg. The portfolio, including an equity-accounted joint venture, has a lettable area of 1 473 227m2 and is valued at
R11.2 billion.
Salient features
Distributable income after tax (R'million)
R456.5
(FY2024: R421.9)
Distributable income per share (cents)
171.5
(FY2024: 158.5)
Dividend per share (cents)
134.5
(HY2024: 125.0)
Net asset value (NAV) per share
R24.55
(FY2024: R23.97)
Loan to value (LTV)
38.2%
(FY2024: 39.2%)
This announcement is the responsibility of the directors. It is only a summary of the information contained in the audited consolidated annual financial
statements for the year ended 31 August 2025 ("2025 AFS") and does not contain full or complete details.
Any investment decisions made by shareholders and/or investors should be based on a consideration of the 2025 AFS released on the Stock Exchange News
Service (SENS) on 25 November 2025. The 2025 AFS including the audit opinion of the external auditor, Ernst & Young Inc., which sets out the key audit
matters and the basis for its unmodified opinion, are available on the JSE website at https://senspdf.jse.co.za/documents/2025/JSE/isse/OCT/FY2025.pdf
and on the company's website at https://octodec.co.za/wp-content/uploads/2025/11/Consolidated-AFS-FY2025.pdf.
Octodec's summarised financial statements for the year ended 31 August 2025, which includes directors' commentary, have been published on the company's
website at https://octodec.co.za/wp-content/uploads/2025/11/Summarised-AFS-and-Notice-of-AGM-FY2025.pdf.
Results
Audited Audited
% 31 August 31 August
change 2025 2024
Revenue (R'000) 4.6 2 172 603 2 076 143
Basic and diluted earnings per share (cents) 127.5 184.5 81.1
Headline and diluted headline earnings per share (cents) 15.2 163.4 141.9
Distributable earnings per share (cents) 8.2 171.5 158.5
Distribution per share (cents) 7.6 134.5 125.0
Net asset value per share (Rand) 2.4 24.55 23.97
Dividends
The board of Octodec has declared a cash dividend of 72.50175 cents per share for the six months ended 31 August 2025, payable out of the company's
distributable income.
The salient dates relating to the final dividend are as follows:
2025
Last day to trade cum dividend Tuesday, 09 December
Shares trade ex dividend Wednesday, 10 December
Record date Friday, 12 December
Payment date Monday, 15 December
Share certificates may not be dematerialised or rematerialised between Wednesday, 10 December 2025 and Friday, 12 December 2025, both days inclusive.
In accordance with Octodec's status as a REIT, shareholders are advised that the above dividend meets the requirements of a "qualifying distribution" for
the purposes of section 25BB of the Income Tax Act, No. 58 of 1962 (the Income Tax Act).
Tax implications for South African resident shareholders
Dividends received by South African resident shareholders must be included in the gross income of such shareholders (as a non-exempt dividend in terms of
section 10(1)(k)(i)(aa) of the Income Tax Act), with the effect that the dividends are taxable as income in the hands of the Octodec shareholder.
These dividends are, however, exempt from dividends withholding tax, provided that the South African resident shareholders have provided the following forms
to their Central Securities Depository Participant (CSDP) or broker, as the case may be, in respect of uncertificated shares, or the transfer secretaries, in
respect of certificated shares.
- A declaration that the distribution is exempt from dividends tax
- A written undertaking to inform the CSDP, broker or transfer secretaries, as the case may be, should the circumstances affecting the exemption change or the
beneficial owner ceases to be the beneficial owner
both in the form prescribed by the Commissioner for the South African Revenue Service. Shareholders are advised to contact their CSDP, broker or transfer
secretaries, as the case may be, to arrange for the above-mentioned documents to be submitted prior to payment of the dividend if such documents have not
already been submitted.
Tax implications for non-resident shareholders
Dividends received by non-resident shareholders will not be taxable as income and instead will be treated as ordinary dividends, but which are exempt in
terms of the usual dividend exemptions contained in section 10(1)(k)(i)(aa) of the Income Tax Act. It should be noted that dividends received by non-
residents are subject to dividends withholding tax at a rate of 20% unless the rate is reduced in terms of any applicable agreement for the avoidance of
double taxation (DTA) between South Africa and the country of residence of the shareholder. Assuming dividends withholding tax will be withheld at a rate of
20%, the net distribution amount due to non-resident shareholders is 58.00140 cents per share. A reduced dividend withholding rate in terms of the
applicable DTA may only be relied upon if the non-resident holder has provided the following forms to their CSDP or broker, as the case may be, in respect
of uncertificated shares, or the transfer secretaries, in respect of certificated shares:
- A declaration that the dividend is subject to a reduced rate
- As a result of the application of a DTA a written undertaking to inform their CSDP, broker or transfer secretaries, as the case may be, should the
circumstances affecting the reduced rate change or the beneficial owner ceases to be the beneficial owner
both in the form prescribed by the Commissioner for the South African Revenue Service. Non-resident holders are advised to contact their CSDP, broker or
transfer secretaries, as the case may be, to arrange for the above-mentioned documents to be submitted prior to payment of the dividend if such documents
have not already been submitted.
The number of shares in issue at the date of this declaration is 266 197 535 and Octodec's tax reference number is 9925/033/71/5.
Prospects
Business confidence appears to have improved, with Octodec experiencing an increase in leasing activities, evidenced by the reduced core vacancies, which is
supported by the relatively stable political environment, lower inflation and lower interest rates. The lower inflation experienced during FY2025, together
with the Governor of the South African Reserve Bank's (SARB) stated objective of reducing the long-term CPI target and consequently potentially lower
interest rates, may provide increased support for growth opportunities both at a macro and at an Octodec level.
Management does not expect deep rate cuts, even with the new SARB target, but is cautiously optimistic about the opportunities that any reduction can
create, such as the recent 0.25% interest rate reduction announced on 20 November 2025.
The board and management have undertaken a strategic review of the property portfolio in order to focus its asset management on a portfolio that can yield
increased returns yet remain invested in a well-diversified quality portfolio. The Board approved a refreshed strategy, which includes a more resolute but
responsible rationalisation of the property portfolio and consideration of the nodes in which Octodec invests. Lower interest rates will support Octodec in
its strategy to dispose of non-core properties and rationalise the portfolio.
FY2026 will present the added challenge of the vacant space left by the City of Tshwane at Capitol Towers North (CTN) and Transpharm at Talkar (together
18 959m2). The new Yethu City concept may however present Octodec with the opportunity to convert the CTN property into this new affordable residential
offering, as it is unlikely that this 12 086m2 will be otherwise let in the short to medium term. The Talkar property is being marketed for relet, and
management will also consider a disposal thereof given that its location is no longer within the investment node of Octodec.
Despite improved trading conditions, challenges remain. The lower inflation and reduced interest rates however should support the economy and create
opportunities for Octodec in the long term.
As a consequence of the two large vacancies noted above, Octodec expects to achieve growth in distributable income and distribution per share in FY2026 of
between 0.0% to 4.0%. This forecast is based on the following key assumptions:
- Forecast property income is based on contractual rental escalations and market related renewals;
- Adequate allowance has been made for vacancies and rent reversions;
- Property expenses are based on management's best estimate of the required costs to manage the property portfolio responsibly;
- No major corporate and tenant failures will occur;
- A stable interest rate environment; and
- No unforeseen events.
The information in the group prospects section has not been audited nor reported on by the group's auditors.
Sharon Wapnick Jeffrey Wapnick
Chairman Chief executive officer
21 November 2025
Registered address and head office
CPA House, 101 Du Toit Street, Tshwane 0002
Tel: 012 319 8781
e-mail: info@octodec.co.za
http://www.octodec.co.za
Directors: S Wapnick (chairman)(1), JP Wapnick (chief executive officer)(2), R Erasmus (deputy chief executive officer and financial director)(2), SR Bhikha(4),
RWR Buchholz(4), R Lockhart-Ross(4), NC Mabunda(4), EMS Mojapelo(4), MZ Pollack(1), PJ Strydom(3), LP van Breda(4)
1 Non-executive director
2 Executive director
3 Lead independent director
4 Independent non-executive director
Group company secretary
Elize Greeff
CPA House, 101 Du Toit Street, Tshwane 0002
Tel: 012 357 1564, e-mail: elizeg@octodec.co.za
Equity sponsor
Java Capital
Contact person: Shivani Bhikha
6th Floor, 1 Park Lane, Wierda Valley, Sandton 2196
PO Box 522606, Saxonwold 2132
Tel: 011 722 3050, e-mail: sponsor@javacapital.co.za
Debt sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited
Contact person: Michelle Benade
3rd Floor, Block F, 135 Rivonia Campus,135 Rivonia Road Sandown, Sandton 2196
Tel: 010 234 8646, e-mail: debtsponsor@nedbank.co.za
Transfer secretaries
Computershare Investor Services (Pty) Ltd
Contact person: Aubrey Modise
Rosebank Towers, 15 Biermann Avenue, Rosebank 2196
Private Bag X9000, Saxonwold 2132
Tel: 011 370 5000, e-mail: aubrey.modise@computershare.co.za
Investor relations
Contact person: Riaan Erasmus
e-mail: investorrelations@octodec.co.za
Auditor
Ernst & Young Inc.
Contact person: Cornelius Els CA(SA)
102 Rivonia Road, Sandton
Private Bag X14, Sandton 2146
Tel: 011 502 0601, e-mail: Cornelius.Els@za.ey.com
Date of publication
25 November 2025
http://www.octodec.co.za
Date: 25-11-2025 07:05:00
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