| Mon 1 Nov 2010, 7:05 | | VIF - Vividend Income Fund Limited - Abridged prospectus: private placement |
|
JSE
VIF
VIF - Vividend Income Fund Limited - Abridged prospectus: private placement
and listing of Vividend Income Fund Limited linked units on the JSE
Vividend Income Fund Limited
Previously known as Business Venture Investments No 1381 (Proprietary) Limited
Incorporated in the Republic of South Africa
(Registration Number 2010/003232/06)
JSE Alpha Code: VIF
ISIN: ZAE000150918
("Vividend" or "the Company")
ABRIDGED PROSPECTUS: PRIVATE PLACEMENT AND LISTING OF VIVIDEND INCOME FUND
LIMITED LINKED UNITS ON THE JSE
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 Listings Requirements of the JSE Limited ("Listings Requirements") and the
Companies Act 61 of 1973, as amended, for the purpose of providing information
to the public with regard to the Company.
The information in this abridged prospectus has been extracted from the
prospectus issued by the Company on 1 November 2010 ("the prospectus")
relating to the private placement and listing, on the main board of the
exchange operated by the JSE Limited ("JSE") in the "Real Estate Holdings and
Development Sector", of 150 000 000 linked units in the capital of Vividend at
an issue price of R5 per linked unit ("the private placement"), copies whereof
may be obtained during office hours from:
i. the Company at Unit 6, Rozenhof Office Court, 20 Kloof Street, Gardens,
Cape Town, 8001;
ii. PSG Capital (Proprietary) Limited, the corporate adviser and sponsor of
Vividend, at first floor, Ou Kollege Building, 35 Kerk Street,
Stellenbosch, 7599 and at ground floor, DM Kisch Building, Inanda Greens
Business Park, 54 Wierda Road West, Wierda Valley, Sandton, 2196; or
iii Link Market Services South Africa (Proprietary) Limited at 5th Floor, 11
Diagonal Street, Johannesburg, 2001.
For a full appreciation of the listing and the private placement, the
prospectus should be read in its entirety.
INTRODUCTION
Vividend is a property loan stock company that has been established to invest
in assets and opportunities within the various property sectors available in
South Africa and abroad, with primary focus on the commercial, retail and
industrial sectors in South Africa. The Company`s primary objective is to
identify value and value enhancing opportunities within the targeted sectors
by using defined investment strategies (as set out more fully in the
prospectus) that have the goal of creating a diverse and stable portfolio of
assets capable of generating secure, consistent and continually escalating
free cash flows. The Company believes it will achieve this objective by
relying on an experienced and hands on asset management team, clearly focused
and incentivised on proactive portfolio management and aggressive cost
maintenance.
Assuming the private placement is fully subscribed and the capital raised is
fully deployed to acquire properties in accordance with the Company`s
investment strategy, Vividend is forecasting an annualised distribution yield
to linked unitholders of 7.77% for the year ending 31 August 2011 and an
annualised distribution yield of 10.80% for the year ending 31 August 2012.
Vividend has already received irrevocable undertakings to subscribe for
83 500 000 linked units in terms of the private placement, amounting to R417.5
million.
BRIEF OVERVIEW OF VIVIDEND
History
Vividend was incorporated on 17 February 2010 under the name of Business
Venture Investments No 1381 (Proprietary) Limited. The Company converted to a
public company and changed its name to Vividend Income Fund Limited on 14
September 2010.
Nature of the business
Vividend is a property loan stock company that will invest in assets and
opportunities within the various property sectors available in South Africa
and abroad with primary focus on the commercial, retail and industrial sectors
in South Africa. On listing, Vividend`s property portfolio will comprise of
one property, valued at R82 million and agreements to purchase a further six
properties, at an aggregate cost of approximately R343.8 million. The
aforementioned agreements are subject to the listing of the Company, the
completion of due diligence exercises, and certain further conditions
precedent as more fully set out in the prospectus.
The primary focus of the Company`s investment strategy is to provide linked
unitholders with a competitive distribution yield coupled with a stable and
consistent growth profile applicable to that yield. The secondary focus of the
Company`s investment strategy is to provide linked unitholders with an
underlying property portfolio that contains the necessary assets required to
create a probable increase in the economic value attributable to each linked
unit.
DIRECTORS AND MANAGEMENT
Vividend has appointed "KK" Combi as the chairman of the board of directors
and Ari Jacobson as chief executive officer of the Company. The executive team
will be responsible for the day-to-day management of Vividend, which includes
ensuring that the strategic direction of the board is implemented. The asset
management of the group will be undertaken by Vividend Management Group
(Proprietary) Limited.
The directors of the Vividend, all of whom are South African citizens, are:
Names and age Zitulele Luke ("KK") Combi (58)
Position Independent non-executive chairman
Business Address 6 Dorp Street, Stellenbosch, Cape Town, 7599
Names and age Ari Hugh Jacobson (47)
Position Chief executive officer
Business Address Unit 6, Rozenhof Office Court, 20 Kloof Street, Gardens,
8001
Names and age Robert James Amoils (33)
Position Financial director
Business Address 1st Floor, The Parks, Corner Jan Smuts and Wells,
Parkwood, 2196
Names and age Michael Alon Jacobson (42)
Position Non-executive director
Business Address 9 Salisbury Avenue, Bishopscourt Estate, Cape Town,7708
Names and age Giancarlo Lanfranchi (41)
Position Non-executive director
Business Address 6 Ottawa Avenue, Camps Bay, 8001
Names and age Allan Bruce Rubenstein (48)
Position Non-executive director
Business Address 16 4th Street, Houghton Estate, Gauteng, 2193
Names and age Mark Sandak-Lewin (47)
Position Executive director
Business Address Unit 6, Rozenhof Office Court, 20 Kloof Street, Gardens,
8001
DETAILS OF THE PRIVATE PLACEMENT
The total amount sought to be raised in terms of the private placement is R750
million. The directors are entitled, in their sole discretion, to accept
subscriptions which in aggregate exceed the amount of R750 million. Any such
increase shall be announced on SENS and in the press.
Placement price per linked unit R5,00
Number of linked units offered for subscription in terms of 150 000 000
the private placement (each linked unit comprising of one
ordinary share having a par value of 0.001 cent, linked to
an unsecured variable rate debenture with a face value of
R4.99999)
Total capital to be raised R750 000 000
The private placement is open to selected investors only and is not
underwritten.
LISTING ON THE JSE
The JSE has granted Vividend a listing in respect of 150 000 000 linked
units in the "Real Estate Holdings and Development" sector under the
abbreviated name "Vividend", JSE code "VIF" and ISIN ZAE000150918, with effect
from the commencement of business on Thursday, 18 November 2010, subject to
Vividend meeting the requirements of the JSE in respect of the requisite
spread of linked unitholders and subject to Vividend raising a minimum amount
of R500 million by way of the private placement.
Cape Town
1 November 2010
Corporate advisor and sponsor: PSG Capital (Proprietary) Limited
Legal adviser to Vividend: Cliffe Dekker Hofmeyr Inc
Date: 01/11/2010 07:05:03 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.
