| Thu 29 Oct 2009, 14:01 | | VKE - Vukile - Proposed Acquisition Of Properties In The Amount Of ZAR775 |
|
VKE
VKE
VKE - Vukile - Proposed Acquisition Of Properties In The Amount Of ZAR775
Million Cautionary Announcement
Vukile Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE code: VKE & NSX code: VKN
ISIN: ZAE000056370
("Vukile")
Proposed acquisition of properties in the amount of ZAR775 million
Cautionary announcement
1. Introduction
Vukile unitholders are hereby advised that Vukile has entered into
agreements, dated 23 October 2009, with three wholly-owned subsidiaries of
Sanlam Limited, namely Sanlam Life Insurance Limited, Giyani Plaza
Shareblock (Pty) Limited and Rycklof-Beleggings (Pty) Limited ("the Sanlam
Group Companies"), to acquire a portfolio of 13 properties ("the
Properties") for an amount of ZAR775 million, subject to the fulfilment of
the conditions precedent set out below ("the Property Acquisition").
2. The Property Acquisition
2.1 Rationale for the Property Acquisition
The Property Acquisition fulfils Vukile`s objective to build a quality
portfolio of properties with strong contractual cash flows in order to
achieve meaningful capital appreciation and sustainable growth in its
distribution to Vukile unitholders.
2.2 Terms of the Property Acquisition
Vukile will, subject to the fulfilment of the conditions precedent set
out below, acquire a portfolio consisting of 13 properties from the
Sanlam Group Companies for an amount of ZAR 775 million ("the Purchase
Price"), to be settled in cash on the date of registration of transfer
of the Properties into Vukile`s name. The Purchase Price shall be
increased by an amount of 0.022% for each day from 30 November 2009 to
the date of registration of transfer of the Properties into Vukile`s
name. It is anticipated that the Property Acquisition will be funded
50:50 debt to equity.
2.3 Conditions precedent
The Property Acquisition is subject to fulfilment of the following
conditions precedent on or before 28 February 2010:
2.3.1 the required approval and consents by the Vukile
unitholders;
2.3.2 the obtaining of the requisite funding to fund the Purchase
Price;
2.3.3 approval by the relevant competition authority, to the
extent required;
2.3.4 any other regulatory approvals that may be required
including, but not limited to, the approval of the JSE
Limited ("the JSE") and the Securities Regulation Panel;
and
2.3.5 the conclusion of a due diligence investigation in respect
of the Properties to the satisfaction of Vukile.
2.4 Property specific information
Set out below is information on the Properties:
Property Region Total Purchase price
rentable (ZAR`million)
area
(m2)
Amanzimtoti KwaZulu-Natal 40.190
Jeffels Road 22,645
Warehouse
Bellville Barons Western Cape 68.796
6,778
Giyani Plaza Phase Limpopo 57.966
1 to 5 9,443
Kimberley Kim Park Northern Cape 55.417
10,494
Midrand I B G Gauteng 70.289
Phase 1 8,515
Nelspruit Sanlam Mpumalanga 48.872
Centre 13,934
Pinetown Westmead KwaZulu-Natal 55.011
Kyalami Park 16,914
Pretoria Hatfield Gauteng 42.318
Sanlam Building 5,358
Pretoria Sanwood Gauteng 50.830
Park 6,388
Randburg Graphite Gauteng 45.881
Park 12,174
Rustenburg Edgars Northwest 87.455
Building 9,784
Sandton St Andrews Gauteng 78.387
Complex 10,169
Sandton Gauteng 73.587
Sunninghill Place 8,774
2.5 Related party transaction
As the Sanlam Group Companies currently hold more than 10% of Vukile`s
issued capital, the Property Acquisition is a related party
transaction in terms of the JSE Listings Requirements, which requires,
inter alia, a circular to Vukile unitholders ("the Property
Acquisition Circular") and their approval. The Property Acquisition
Circular will be issued in due course. Vukile will appoint an
independent registered valuer acceptable to the JSE to provide it with
a valuation report on the Properties, which will be included in the
Property Acquisition Circular.
3. Cautionary announcement
As the pro forma financial effects and profit forecast relating to the
Property Acquisition, as well as other property specific information
required by the JSE Listings Requirements, have not yet been published,
Vukile unitholders are advised to exercise caution until such time as these
have been published.
Roodepoort
29 October 2009
Investment bank, corporate adviser and transaction sponsor to Vukile
Nedbank Capital, a division of Nedbank Limited
Attorneys to Vukile
Webber Wentzel
JSE sponsor to Vukile
Barnard Jacobs Mellet Corporate Finance (Proprietary) Limited
NSX sponsor to Vukile
IJG Securities (Proprietary) Limited
Date: 29/10/2009 14:01:00 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
