| Wed 28 Jul 2010, 16:11 | | RDF - Redefine Properties Limited - Update on and financial effects of the |
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RDF - Redefine Properties Limited - Update on and financial effects of the
proposed acquisition by Redefine of control of Hyprop
Redefine Properties Limited
(formerly Redefine Income Fund Limited)
(Registration No. 1999/018591/06)
Share Code: RDF ISIN Code: ZAE000143178
("Redefine")
UPDATE ON AND FINANCIAL EFFECTS OF THE PROPOSED ACQUISITION BY REDEFINE OF
CONTROL OF HYPROP
INTRODUCTION
Unitholders are referred to the previous announcements in relation to the
acquisition by Redefine of 19 686 558 Hyprop Investment Limited ("Hyprop") units
at R50 per unit from Coronation Asset Management (the "acquisition") and the
mandatory offer (the "mandatory offer") to Hyprop unitholders that will be
triggered on the implementation of the acquisition (collectively, the
"transactions").
UPDATE ON THE TRANSACTIONS
Redefine has received unconditional approval from the Competition Tribunal for
the acquisition of control by Redefine of Hyprop that may result from the
implementation of the transactions.
The acquisition and the mandatory offer collectively comprise a category 1
transaction for the purpose of the JSE Listings Requirements and, accordingly,
are conditional on Redefine unitholder approval. In this regard a category 1
circular in relation to the transactions has been dispatched to Redefine
unitholders today Wednesday 28 July 2010 convening a general meeting of
unitholders for Thursday, 12 August 2010 to consider and, if deemed fit, approve
the implementation of the transactions.
Although the mandatory offer is only triggered on the implementation of the
acquisition Redefine intends anticipating its obligations under the SRP Code by
making an offer to Hyprop that is conditional upon the Redefine unitholder
approval envisaged above. A further announcement detailing the terms of the
mandatory offer will be published in due course.
FINANCIAL EFFECTS OF THE TRANSACTIONS
The audited pro forma consolidated statement of comprehensive income and pro
forma consolidated statement of financial position are the responsibility of the
directors of Redefine and they have been prepared for illustrative purposes
only, in order to provide information about the financial position and results
of Redefine, assuming the acquisition and mandatory offer had been implemented
on 28 February 2010 and 1 September 2009, respectively. Due to its nature, the
pro forma financial information may not give a fair reflection of Redefine`s
financial position and results of operations subsequent to the acquisition and
mandatory offer.
The pro forma financial information has been prepared on the basis that after
the acquisition the Hyprop units are treated as an investment in listed
securities. On the implementation of the mandatory offer Hyprop is accounted for
as a subsidiary of Redefine.
The financial effects of the transactions are set out below:
Before After the Percentage After the Percentage
acquisition change mandatory change
R`000 % offer-cash %
consideration
Earnings per 69.03 72.52 5.1 76.83 5.6
linked unit
(cents)
Headline 64.01 67.49 5.5 59.16 (12.4)
earnings per
linked unit
(cents)
Distributions 33.50 33.22 (0.8) 31.37 (5.6)
per linked
unit (cents)
Net asset 785.90 785.62 - 840.21 6.9
value per
linked unit
(cents)
Net tangible 633.87 633.59 - 652.52 3.0
asset value
per linked
unit (cents)
28 July 2010
Corporate advisor, legal advisor and sponsor
Java Capital (Proprietary) Limited
Date: 28/07/2010 16:11:06 Produced by the JSE SENS Department.
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