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Announcement regarding related party transactions
SYGNIA LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/025416/06)
Share code on the JSE and A2X: SYG
ISIN: ZAE000208815
("Sygnia" or "the Company")
ANNOUNCEMENT REGARDING RELATED PARTY TRANSACTIONS BETWEEN SYGNIA ASSET
MANAGEMENT (PTY) LTD, BERET PROPERTIES (PTY) LTD AND WIDOK PROPERTIES (PTY)
LTD
Renewal of Lease Agreements
Shareholders are advised that Sygnia Asset Management Proprietary Limited ("SAM"), a subsidiary of
Sygnia, has entered into agreements in terms of which it has renewed certain lease agreements with related
parties ("Transactions").
In terms of Section 10.7 of the Listings Requirements of the JSE Limited ("JSE") the Transactions are
categorised in the aggregate as a small related party transaction. The details relating to the Transactions are
set out below.
Lease Terms
SAM has entered into renewals of its property lease agreements as follows:
- The Foundry, Cardiff Street, Green Point, Cape Town, 8001 in terms of the following lease
agreements commencing on 1 March 2024 and terminating on 28 February 2029:
- between Beret Properties Proprietary Limited ("Beret") and SAM for a portion of the 5th floor;
- between Widok Properties Proprietary Limited ("Widok") and SAM for a portion of the 6th and 7th
floors and 66 parking bays in the parking garage;
- the aggregate gross monthly rental for the first year is R563,115 (excluding VAT) and escalates
at 7.5% per annum.
- Newport House, 57 Prestwich Street, De Water Kant, Cape Town, 8001 in terms of a lease
agreement between Beret and SAM for a portion of the 1st, 2nd and 3rd floors and 35 parking bays,
commencing on 1 March 2024 and terminating on 28 February 2029. The aggregate gross monthly
rental for the first year is R370,676 and escalates at 7.5% per annum.
- Katherine and West Building, West Street, Johannesburg, Sandton, 2196 in terms of a lease
agreement between Beret and SAM for unit 40 on the 7th floor and 37 parking bays, commencing
on 1 March 2024 and terminating on 28 February 2029. The aggregate gross monthly rental for the
first year is R291,113 (excluding VAT) and escalates at 7.5% per annum.
(collectively the "Agreements").
Related Party Considerations
Magda Wierzycka ("MW") is a related party to the Company as she is the Chief Executive Officer of Sygnia
and a material shareholder in Sygnia via her associate, The Zatoka Trust, and her spouse, Mr Simon Peile.
Beret and Widok are 100% owned by The Zatoka Trust and are associates of MW (as defined in section
10.1(b)(vii) of the JSE Listings Requirements read together with the definition of "associate").
The entering into of the Agreements constitutes a small related party transaction as per the JSE Listings
Requirements and in terms of Section 10.7 of the JSE Listings Requirements the Company is required to
provide the JSE with written confirmation from an independent professional expert confirming whether the
terms and conditions of the Agreements are fair insofar as the shareholders of Sygnia ("Shareholders") are
concerned.
Independent fairness opinion
In compliance with paragraph 10.7(b) of the JSE Listings Requirements, BDO Corporate Finance (Pty) Ltd
("BDO") was appointed by the Company as the independent professional expert and has furnished the
Sygnia board of directors with its opinion ("Independent Expert Opinion") confirming that the terms of the
Transactions are fair insofar as the Shareholders are concerned. The JSE has approved the Independent
Expert Opinion.
The signed Independent Expert Opinion will lie open for inspection at Sygnia's registered office, 7th
Floor, The Foundry, Cardiff Street, Cape Town, 8001, for a period of 28 days from today, 05 March
2023. The Independent Expert Opinion is also available electronically during this period upon request
to the Company Secretary at gmaclachlan@sygnia.co.za.
Cape Town
05 March 2024
Sponsor:
The Standard Bank of South Africa Limited
Independent Expert
BDO Corporate Finance
Date: 05-03-2024 09:55:00
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