| Wed 5 Feb 2014, 13:26 | | DELTA PROPERTY FUND LIMITED - Acquisition and / or receipt of letters of support from an aggregate of 41.40% of the linked unitholders |
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DLT 201402050028A
Acquisition and / or receipt of letters of support from an aggregate of 41.40% of the linked unitholders
Delta Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2002/005129/06)
Share code: DLT ISIN: ZAE000172052
("Delta" or “the Company”)
REIT status approved
ACQUISITION AND / OR RECEIPT OF LETTERS OF SUPPORT FROM AN
AGGREGATE OF 41.40% OF THE LINKED UNITHOLDERS IN ASCENSION
PROPERTIES LIMITED (“ASCENSION”)
1.1 Acquisition of a 17.75% stake in Ascension
Holders of Delta linked units (“Delta Linked Unitholders”) are
advised that Delta has concluded a series of agreements to
acquire 38 885 046 (thirty eight million, eight hundred and
eighty five thousand, and forty six) Ascension “A” linked
units and 82 724 141 (eighty two million, seven hundred and
twenty four thousand, one hundred and forty one) Ascension “B”
linked units from various institutional investors
(“Institutional Investors”)(the “Acquisition”), for an
aggregate consideration of c.R397 million (three hundred and
ninety seven million Rand) (the “Purchase Consideration”),
which will be settled through a combination of debt funding
(“Cash Component”) and the issue of additional Delta linked
units (“Consideration Units”).
The Acquisition will be subject to, inter alia, the fulfilment
of the following conditions by no later than 31 March 2014:
- Delta providing guarantees to the Institutional Investors
by no later than Friday, 7 February 2014 in relation to
the Cash Component of the Purchase Consideration; and
- such regulatory and other approvals as may be required
being unconditionally obtained, including approval from
the JSE Limited (“the JSE”) for the issue of the
Consideration Units;
The Acquisition provides Delta with a strategic stake in
Ascension and supports Delta’s aim to ultimately acquire 100%
of the issued share capital of Ascension (“Delta’s Stated
Objective”).
This announcement is a voluntary announcement in terms of the
JSE Listing Requirements and accordingly financial effects of
the Acquisition have not been disclosed.
1.2 Letters of support
Delta Linked Unitholders are further advised that Delta has
received letters of support from certain institutional
investors, who hold c.23.65% in aggregate of the total number
of Ascension linked units in issue, to support Delta either by
way of a proposed scheme of arrangement in terms of section
114 of the Companies Act 71 of 2008, or any other transaction
structure which supports Delta’s Stated Objective.
05 February 2013
Johannesburg
Investment bank, corporate advisor and sponsor
Nedbank Capital
Legal advisor
Bowman Gilfillan
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