Wrap Text
Results of Accelerated Bookbuild Offering of Stor-Age Shares
Stor-Age Property REIT Limited
Approved as a REIT by the JSE
Incorporated in the Republic of South Africa
Registration number: 2015/168454/06
Share code: SSS ISIN: ZAE000208963
Alpha code: SSSI
("Stor-Age" or "the Company")
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH IT IS UNLAWFUL TO DO SO. THIS ANNOUNCEMENT IS FOR
INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY
JURISDICTION.
RESULTS OF ACCELERATED BOOKBUILD OFFERING OF STOR-AGE SHARES
Stor-Age is pleased to announce that it has successfully closed its equity raise of R500 million ("the Equity
Raise") implemented through an accelerated bookbuild announced yesterday, 4 December 2025 ("the
Bookbuild"). Following strong demand, the Bookbuild was three times oversubscribed.
27,932,961 new ordinary shares ("Bookbuild Shares") were placed pursuant to the Bookbuild at an issue price
of R17.90 per Bookbuild Share. The issue price represents a discount of 0.7% to the volume weighted average
traded price of Stor-Age shares on the JSE Limited ("JSE") measured over the 30 business days ended 4
December 2025 (being the last business day prior to the date of closing of the Bookbuild).
Following the Equity Raise, the Company will have 511,174,418 ordinary shares in issue (including treasury
shares) which will result in the following pro forma financial effects on the statement of financial position and
statement of comprehensive income:
BEFORE the issue(1) AFTER the issue(2)(3) Change
Net asset value per share (Rand) 17.77 17.81 0.22%
Net tangible asset value per share (Rand) 17.44 17.55 0.33%
Earnings per share (cents) 107.80 106.09 (1.59%)
Headline earnings per share (cents) 58.95 59.91 1.63%
Notes to the pro forma financial effects:
1. Based on the results for six months ended 30 September 2025.
2. The net asset value and net tangible asset value per share assume that the Equity Raise was effective 30
September 2025.
3. The earnings and headline earnings per share assume that the Equity Raise was effective 1 April 2025.
The pro forma financial effects in the table above are the responsibility of the Stor-Age board of directors and are
provided for illustrative purposes only and due to their nature may not fairly present the financial position of the
group. The pro forma financial effects have not been reviewed or reported on by the Company's auditors.
The proceeds of the Equity Raise will be applied to support the Company's 2030 Property Strategy, as set out in
more detail in the condensed unaudited consolidated interim results for the six months ended 30 September
2025. Specifically, the funds will be used to fund identified acquisition and development opportunities and
provide capacity for general corporate purposes. The equity capital raised by way of a vendor consideration
placing (as defined in paragraph 5.62 of the JSE Listings Requirements) will be used to fund the cash purchase
price of R95,000,000 (plus VAT) in respect of the acquisition of certain immovable properties in Kwa-Zulu Natal,
for which the Company has concluded a written agreement of sale with Labe Properties CC on or about 1
August 2025.
Subject to approval by the JSE, listing and trading of the Bookbuild Shares is expected to commence at 09h00
on 10 December 2025.
Johannesburg
5 December 2025
Sole Bookrunner, Corporate Advisor and Sponsor
Investec Bank Limited
South African legal counsel to the Sole Bookrunner
DLA Piper Advisory Services Proprietary Limited
Debt Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited
IMPORTANT NOTICE
This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States
(including its territories and possessions, any state of the United States and the district of Columbia), Australia,
Canada, Japan or any other jurisdiction in which such release, publication or distribution would be prohibited by
applicable laws and regulations. The distribution of this announcement and the offering of the Bookbuild Shares
may be restricted by the laws in certain jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and observe any such restrictions. No
action has been taken by the Company or the Sole Bookrunner or any of their respective affiliates that would
permit an offering of the Bookbuild Shares or possession or distribution of this announcement or any other
offering or publicity material relating to such securities in any jurisdiction where action for that purpose is
required. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such
jurisdiction.
This announcement is for information purposes only and is not intended to and does not constitute, or form part
of, any offer or invitation to purchase, subscribe for or otherwise acquire or dispose of, or any solicitation to
purchase or subscribe for or otherwise acquire or dispose of, any securities in any jurisdiction. Persons needing
advice should consult an independent legal or financial adviser.
The Bookbuild Shares 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 pursuant to an exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act and in compliance with applicable state and other securities laws. The Equity
Raise will be made only to qualifying institutional investors, outside the United States in reliance on Regulation S
of the Securities Act. The Equity Raise will only be made to investors to whom the Equity Raise may be lawfully
made without having to file or register any securities or any offering or related documentation with any securities
regulatory authority in any relevant jurisdiction.
The distribution of this announcement and the offering for subscription of the Bookbuild Shares in certain
jurisdictions may be restricted by law. No action has been taken by the Company or the Sole Bookrunner or any
of their respective affiliates that would permit an offering of such securities or possession or distribution of this
announcement or any other offering or publicity material relating to such Bookbuild Shares in any jurisdiction
where action for that purpose is required. Persons into whose possession this announcement comes are
required by the Company and the Sole Bookrunner to inform themselves about, and to observe, such
restrictions.
This announcement is restricted and is not for publication or distribution or release, directly or indirectly, in or into
the United States including its territories and possessions, any State of the United States and the District of
Columbia, Australia, Canada, Japan or any other jurisdiction in which such release, publication or distribution
would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and
persons into whose possession any document or other information referred to herein comes should inform
themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdiction. This announcement is for information purposes only and
shall 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 it would be unlawful to do so. To the fullest extent permitted by applicable
law, the Company and the Sole Bookrunner disclaim any responsibility or liability for the violation of such
requirements by any person. The Equity Raise is not to be regarded as an offer or invitation to any person in any
jurisdiction to the extent that any applicable legal requirement in such jurisdiction has not been complied with or
it is for any reason illegal or unlawful to make such an offer or invitation in such jurisdiction.
The Bookbuild Shares will not be offered to the public in any jurisdiction, nor will they be offered in any
jurisdiction which would require the preparation or registration of any offering document relating to the Bookbuild
or the Bookbuild Shares in such jurisdiction. The offer and sale of the Bookbuild Shares has not been, and will
not be, registered under the applicable securities laws of Australia, Canada or Japan. Subject to certain
exceptions, the Bookbuild Shares referred to herein may not be offered or sold in Australia, Canada or Japan or
to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. There will not
be any offer of Bookbuild Shares in the United States, Canada, Australia and Japan.
THE BOOKBUILD SHARES ACQUIRED BY PERSONS OUTSIDE THE UNITED STATES MAY NOT BE
OFFERED, SOLD, RESOLD, DELIVERED OR OTHERWISE DISTRIBUTED IN OR INTO THE UNITED
STATES OR TO ANY U.S. PERSON (AS DEFINED BY REGULATION S UNDER THE SECURITIES ACT)
UNTIL A MINIMUM OF 40 DAYS AFTER THE SETTLEMENT OF THE BOOKBUILD AND BY ACQUIRING
BOOKBUILD SHARES IN THE BOOKBUILD FROM OUTSIDE THE UNITED STATES, YOU WILL BE DEEMED
TO AGREE TO THE FOREGOING RESTRICTIONS.
This announcement does not constitute or form a part of any offer or solicitation or advertisement to purchase
and/or subscribe for Bookbuild Shares in South Africa, including an offer to the public for the sale of, or
subscription for, or the solicitation of an offer to buy and/or subscribe for shares as defined in the South African
Companies Act, and will not be distributed to any person in South Africa in any manner that could be construed
as an offer to the public in terms of the South African Companies Act. This announcement does not, nor is it
intended to constitute a "registered prospectus" as contemplated in the South African Companies Act.
In South Africa, the Bookbuild will not be an offer to the public as defined in the South African Companies Act
and only (i) persons falling within the exemptions set out in section 96(1)(a) of the South African Companies Act
or (ii) persons who propose to subscribe, as principal, for shares at a total contemplated acquisition cost equal to
or greater than R1 000 000, as envisaged in section 96(1)(b), of the South African Companies Act, and in each
case to whom any offer to participate in the Bookbuild is specifically addressed (all such persons in (i) and (ii)
being referred to as "Relevant Persons"), will be entitled to apply for Bookbuild Shares. Any investment activity in
South Africa, or by persons resident or domiciled in South Africa, to which this announcement relates will only be
available to, and will only be engaged with, Relevant Persons. Any person in, resident in or domiciled in South
Africa who is not a Relevant Person should not act on this announcement or any of its contents. This
announcement does not, nor does it intend to, constitute any offering document relating to the Bookbuild.
Information made available in this announcement should not be considered as "advice" as defined in the South
African Financial Advisory and Intermediary Services Act, 2002, and nothing in the document should be
construed as constituting the canvassing for, or marketing or advertising of, financial services in South Africa.
No offering document or prospectus will be made available in connection with the matters contained or referred
to in this announcement and no such offering document or prospectus is required to be published, in accordance
with Regulation (EU) 2017/1129 (the "Prospectus Regulation") or Regulation (EU) 2017/1129, as amended and
retained in UK law on 31 December 2020 by the European Union (Withdrawal) Act 2018 (the "UK Prospectus
Regulation").
This announcement is not being distributed by, nor has it been approved for the purposes of section 21 of the
Financial Services and Markets Act 200 ("FSMA") by, a person authorised under FSMA. This announcement is
being distributed and communicated to persons in the United Kingdom only in circumstances in which section
21(1) of FSMA does not require approval of the communication by an authorised person. This announcement
has been issued by, and is the sole responsibility of, the Company.
As regards the European Economic Area (the "EEA") and the United Kingdom, this announcement is for
information purposes only and is directed only at persons whose ordinary activities involve them acquiring,
holding, managing and disposing of investments (as principal or agent) for the purposes of their business and
who have professional experience in matters relating to investments and are: (a) if in a member state of the
EEA, qualified investors within the meaning of article 2(e) of the EU Prospectus Regulation ("qualified
investors"); or (b) if in the United Kingdom, qualified investors within the meaning of article 2(e) of the UK
Prospectus Regulation who are (i) persons who fall within the definition of "investment professional" in article
19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"order"), or (ii) persons who fall within article 49(2)(a) to (d) of the order, or (c) persons to whom it may otherwise
be lawfully communicated ("UK Relevant Persons").
Any investment or investment activity to which this announcement relates is available only in member states of
the EEA to qualified investors and in the United Kingdom to UK Relevant Persons and will be engaged in only
with qualified investors in member states of the EEA and UK Relevant Persons in the United Kingdom. This
announcement must not be acted on or relied on by persons in a member state of the EEA who are not qualified
investors or by persons in the United Kingdom who are not UK Relevant Persons.
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 the Sole Bookrunner or by any of its respective directors, officers, employees,
advisers, affiliates or agents as to, or in relation to, the accuracy, completeness or sufficiency 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. Nothing contained in this announcement
is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or the future.
Neither the Sole Bookrunner nor any of its directors, officers, employees, advisers, affiliates or agents accepts
any responsibility for its accuracy, completeness or verification and, accordingly, the Sole Bookrunner and its
directors, officers, employees, advisers, affiliates or agents disclaim, to the fullest extent permitted by applicable
law, any and all liability which they might otherwise be found to have in respect of this announcement or any
such statement.
This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated
with an investment in the Bookbuild Shares. No representation or warranty is made by the Company or the Sole
Bookrunner in connection with the Equity Raise nor the Bookbuild Shares, and any investment decision to buy
Bookbuild Shares in terms of the Equity Raise must be made solely on the basis of publicly available information
which has not been independently verified by the Sole Bookrunner.
The Sole Bookrunner is acting for the Company, and no one else, in connection with the Equity Raise and will
not be responsible to anyone other than the Company for providing the protections offered to its clients, nor for
providing advice in relation to the Equity Raise.
Persons who are invited to and who choose to participate in the Equity Raise by making an offer to take up
Bookbuild Shares, will be deemed to have read and understood this announcement in its entirety and to be
making such offer on the terms and conditions, and to be providing the representations, warranties,
acknowledgements and undertakings, contained herein. Each such person represents, warrants and
acknowledges and undertakes that it is a person eligible to subscribe for the Bookbuild Shares in compliance
with the restrictions set forth herein and the applicable laws and regulations in its home jurisdiction and in the
jurisdiction (if different) in which it is physically resident.
The information in this announcement is subject to change without notice and neither the Sole Bookrunner nor,
except as required by applicable law, the Company assumes any responsibility or obligation to update publicly or
review any of the forward-looking statements contained herein.
Date: 05-12-2025 08:00:00
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