| Fri 16 Oct 2009, 15:32 | | FFA / FFB - Fortress - Abridged Prospectus: Listing Of Fortress Income Fund |
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JSE
FORT
FFA / FFB - Fortress - Abridged Prospectus: Listing Of Fortress Income Fund
Limited "A" Linked Units And "B" Linked Units On The JSE Limited
FORTRESS INCOME FUND LIMITED
(Registration number 2009/016487/06)
JSE CODES: "FFA" ISIN: ZAE000141313 AND "FFB" ISIN: ZAE000141321
("Fortress" or "the company")
ABRIDGED PROSPECTUS: LISTING OF FORTRESS INCOME FUND LIMITED "A" LINKED UNITS
AND "B" LINKED UNITS ON THE JSE LIMITED
This abridged prospectus is not an invitation to the public to subscribe for
and/or acquire linked units in the company, but is issued in compliance with the
JSE Listings Requirements for information purposes only. The information in this
abridged prospectus has been extracted from the prospectus printed by the
company on 16 October 2009 ("the prospectus"), copies of which may be obtained
during office hours from:
- the company at 3rd Floor, Rivonia Village, Rivonia Boulevard, Rivonia,
2191;
- Java Capital (Proprietary) Limited at 2nd Floor, 2 Arnold Road, Rosebank,
2196; or
- Link Market Services South Africa (Proprietary) Limited at 5th Floor, 11
Diagonal Street, Johannesburg, 2001.
INTRODUCTION
Fortress, an internally managed property loan stock company, has acquired a
diversified portfolio of retail, industrial and office properties. Fortress
offers two classes of linked units with different risk and reward propositions.
The preferred yield on the "A" linked units, which is forecast to June 2010 on
an annualised basis at 10,75%, escalates at 5% per annum for five years and at
the lower of CPI and 5% thereafter. The yield on the "B" linked units to June
2010 on an annualised basis is forecast at 9%, without any restriction on
escalations thereafter.
BRIEF OVERVIEW OF THE FORTRESS GROUP
History
Fortress, incorporated on 25 August 2009 as a public company, was established as
a property holding and investment company with the intention of conducting
business through the ownership or lease of immovable property and through the
holding of listed and unlisted securities. In addition, it will undertake asset
management and the management of investment properties and property letting
enterprises.
Nature of the business
Fortress is a property loan stock company. Its subsidiaries own a diversified
property portfolio of retail, industrial and office properties comprising, upon
transfer of all of the properties, 103 investment properties valued in aggregate
at R2 209 124 292. The retail properties are expected to provide a steady income
flow to underpin the distribution commitments, with the industrial properties
expected to perform strongly once the economy recovers. The diversification of
the property portfolio mitigates against any sector-specific risks and generally
enhances the predictability of rental income streams.
As at the date of this announcement, the group has already taken transfer of 89%
by value of the properties comprising the property portfolio. Transfer of the
remaining properties is in process and expected to be registered by or shortly
after the listing date, being Thursday, 22 October 2009 ("the listing date").
The board will consider increasing its exposure to listed property securities
where the listed sector offers attractive value compared to direct property
investments. The board will also seek to diversify the income base by including
hard currencies through investing in listed property securities offshore.
DIRECTORS AND MANAGEMENT
Fortress has appointed Mark Stevens as managing director of the company. The
executive team will be responsible for the day-to-day management of Fortress and
its subsidiaries ("the group"), which includes ensuring that the strategic
direction of the board is implemented. The asset management of the group will be
undertaken by its executive management.
The directors of the company are:
Names and age Mark Walter Stevens (41)
Qualification -
Position Managing director
Names and age Desmond (Des) de Beer (48)
Qualification BProc MAP
Position Executive director
Names and age Jeffrey (Jeff) Nathan Zidel (58)
Qualification -
Position Independent non-executive chairman
Names and age Nontando Thelma Kunene (53)
Qualification B.Sc Quantity Surveying, Post Grad Diploma:
Property Management and Development
Position Independent non-executive
Names and age Kurauwone (Kura) Ndakashya Francis Chihota
(37)
Qualification BCom, Post Grad Diploma: Management in
Business Administration
Position Independent non-executive
Names and age Nicolaas (Nick) Willem Hanekom (30)
Qualification BAcc (Hons), CA (SA)
Position Financial director
Names and age Djurk Peter Claudius Venter (41)
Qualification BCompt (Hons), CA(SA)
Position Independent non-executive
Names and age Johannes (Jannie) Zacharias Moolman (57)
Qualification BCom (Accounting), Post Graduate Diploma:
Property (MDP)
Position Independent non-executive
All directors have a business address of 3rd Floor, Rivonia Village, Rivonia
Boulevard, Rivonia, 2191 and are South African nationals.
DETAILS OF THE OFFER
The placement is not underwritten and is not subject to achievement of a minimum
subscription.
Placement price per "A" linked unit R9,00
Placement price per "B" linked unit R1,00
Number of "A" linked units offered for subscription in 13 000 000
terms of the private placement
Number of "B" linked units offered for subscription in 13 000 000
terms of the private placement
Total capital to be raised before expenses R130 000 000
The private placement is open to selected investors only.
LISTING ON THE JSE
The JSE has granted Fortress a listing in respect of up to 353 184 384 linked
units (made up of 176 592 192 "A" linked units and 176 592 192 "B" linked units)
in the "Real Estate Holdings and Development" sector under the abbreviated names
"FortressA" and "FortressB", JSE codes "FFA" ISIN ZAE000141313 and "FFB" ISIN
ZAE000141321, with effect from the commencement of business on Thursday, 22
October 2009, subject to Fortress meeting the requirements of the JSE in respect
of the requisite spread of linked unitholders being a minimum of 300 public
shareholders holding not less than 20% of the entire issued share capital of the
company. The maximum number of linked units being listed is subject to the
transfer of the property letting enterprises into the relevant subsidiary of
Fortress by the listing date to the extent that such enterprise is being paid
for in linked units and the private placement being subscribed for fully.
Rosebank
16 October 2009
Corporate advisor, legal advisor and sponsor
Java Capital (Proprietary) Limited
Date: 16/10/2009 15:32:02 Produced by the JSE SENS Department.
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