ORION REAL ESTATE LIMITED - Disposal of Northcliff Atrium

Disposal of Northcliff Atrium

ORION REAL ESTATE LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1997/021085/06)
Share Code: ORE ISIN: ZAE000075651
("Orion " or “the Company” or “the Group”)

DISPOSAL OF NORTHCLIFF ATRIUM


1.   Introduction
     Shareholders are advised that the Orion Property Holding Trust (“the Seller”), a trust which holds
     the properties managed by Orion Real Estate on behalf of the Company and for the benefit
     of the Company has received a conditional offer from Ubuntu Silicon Valley Proprietary Limited
     (represented by Ms Don-Pierrot) (“the Purchaser”) to purchase the property known as Northcliff
     Atrium, situated at 189 Beyers Naude Drive, Erf 19, Northcliff Township, Registration Division I.Q,
     Gauteng (“the Property”) and the leases managed by the Company in respect thereof (“rental
     enterprise”) (together the “Disposal”).

     Accordingly, the Seller has accepted the Purchaser’s offer to purchase the Property for a
     consideration of R35 million, inclusive of VAT at 0%. The purchaser is not a related party to the
     Seller.

2.   Rationale for the Disposal and Application of Proceeds of the Disposal
     The decision by Orion to dispose of Erf 19 Northcliff is to apply a portion of the proceeds to settle
     the R10.3 million bond with First National Bank Limited, to further reduce the debt of the group
     as previously announced and have additional funding available for expansion, depending on
     the timing of receipt of the proceeds.

3.   Suspensive Condition
     The following suspensive conditions apply:

     a) The Seller is to provide the Purchaser approval of the purchase of the Property by the Board
        of directors of Orion by no later than 14 August 2019;

     b) The Purchaser is to obtain, by no later than 15 September 2019, a loan for the amount of
        R35 000 000 (thirty-five million Rand) being the purchase price and to provide a guarantee
        for the same amount no later than 30 September 2019;

4.   Terms of the Disposal
     The key terms of the Agreement are set out below:

     4.1   The purchase price of R35 000 000 is payable on transfer of the Property, once all the
           suspensive conditions have been fulfilled, which amount shall be payable to the
           transferring attorneys who shall use the proceeds to first obtain clearance certificates
           from the local authority, settle the outstanding bond and thereafter the balance may be
           released to the Seller.

     4.2   The Seller shall pay the broker’s commission on the successful registration of transfer;

     If VAT becomes payable by the Seller, the consideration will be deemed to be exclusive of VAT
     and the Purchaser shall, on written demand from the Seller, be obliged to pay the amount of
     VAT to the Seller on the transfer of the Property.

     The effective date will be the date of transfer of the Property.
5.   Description of the Property
     The Property specific information is detailed below:

      PROPERTY NAME           ADDRESS                     LOCATION                            SECTOR
      Northcliff Atrium       189 Beyers Naude            Northcliff, Gauteng                 Offices
                              Drive, Erf 19, Northcliff
                              Township

                              WEIGHTED AVERAGE
      RENTABLE AREA           NET RENTAL PER M2           TENANT PROFILE
      2 925 sqm               R77 per sqm                 World of Fishing, RO2 Oasis Water, Millars
                                                          Carpets, Luvland, Electrosonic and various
                                                          SMME Office Tenants.

6.   Financial Information
     The disposal consideration of R35 million is recorded at a carrying value of R33 million. The
     property was recently independently valued by independent professional valuers, Quadrant
     Properties, Peter Parfitt as at 30 June 2018.

     The bond on the property amounted to R10.3 million as at 30 June 2019 and will be settled from
     the proceeds.

     The aggregate net rental received in respect of the aforementioned property amounts to
     R127 180 per month, excluding VAT.

     It is expected that transaction fees of not more than 1,5% of the total disposal consideration
     will be payable on the transfer of the Property.

7.   Warranties
     The normal warranties are in place for a disposal of this nature.

8.   Classification of the Disposal and cautionary announcement
     The Disposal is classified as a Category 2 transaction in terms of section 9 of the JSE Listings
     Requirements and will accordingly not require shareholder approval.

JOHANNESBURG
2 August 2019


Sponsor
Arbor Capital Sponsors Proprietary Limited

Date: 02/08/2019 09:54:00
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