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Further Information Regarding Libode Shopping Centre Acquisition, Provision Of Financial Assistance
FAIRVEST PROPERTY HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/005011/06)
Share code: FVT ISIN: ZAE000203808
(Approved as a REIT by the JSE)
(“Fairvest” or “the Company”)
FURTHER INFORMATION REGARDING LIBODE SHOPPING CENTRE ACQUISITION, PROVISION OF
FINANCIAL ASSISTANCE
ACQUISITION
In its audited summarised consolidated results for the financial year ended 30 June 2018, released on 4
September 2018, Fairvest advised shareholders of the acquisition, via a newly incorporated subsidiary, of
Libode Shopping Centre for R49 million (“Acquisition”).
While the Acquisition falls below the threshold for a category 2 transaction under the JSE Listings Requirements,
Fairvest wishes to provide shareholders with additional information, on a voluntary basis.
The Acquisition reflects the strategic relationship between Fairvest and Lonisign Proprietary Limited
(“Lonisign”) and involves the acquisition by Fairvest’s subsidiary, FPP Property Ventures 116 Proprietary
Limited (“Libode”), from Lonisign, of the letting enterprise and leasehold title relating to Libode Shopping Centre
in Libode, Eastern Cape, for the abovementioned purchase consideration of R49 million.
Following the Acquisition, Fairvest holds 55% of the issued shares in Libode, with the remaining 45% being held
by Lonisign.
The centre is newly built with a gross lettable area of 4 983m². The centre has been fully let and is anchored by
Boxer Superstores. The tenant profile consists of 79% national retailers, including tenants such as Pep,
Ackermans, Russels, Rage and Jet. The initial yield of the Company’s 55% shareholding is guaranteed at 11%
by Lonisign to the Company for a period of 5 years, escalating at 7% annually.
The Acquisition is consistent with the Company’s growth strategy whereby the Company partners with private
landlords, bringing new retail assets to the market, while continuing to predominantly focus on assets in rural,
underdeveloped areas in the lower LSM sectors.
PROVISION OF FINANCIAL ASSISTANCE
Shareholders are notified in terms of section 45(5)(a) of the Companies Act, No. 71 of 2008 (“Companies Act”)
that, pursuant to the authority granted to it by shareholders at the Company’s annual general meeting on 15
November 2017, the board of directors of the Company (“Board”) approved the provision of a loan by the
Company to Libode of up to R55 000 000, in relation to the Acquisition.
Prior to authorising the aforementioned financial assistance, the Board considered and satisfied itself, in terms
of section 45 of the Companies Act, that (1) immediately after providing the financial assistance, the Company
would satisfy the solvency and liquidity test as contemplated in section 4 of the Companies Act, (2) there has
been due compliance with the Company’s memorandum of incorporation and (3) the terms of the financial
assistance are fair and reasonable to the Company.
Cape Town
1 October 2018
Sponsor
PSG Capital
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