Small related party transaction

OCTODEC INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1956/002868/06)
JSE share code: OCT ISIN: ZAE000192258
JSE Alpha code: OCTI
(Approved as a REIT by the JSE)
("Octodec" or "the company")


SMALL RELATED PARTY TRANSACTION


1.     Introduction
       Shareholders are advised that Octodec and City Property Administration Proprietary Limited ("CPA") have
       concluded agreements to renew the leases (the "lease agreements") of certain properties owned by wholly-
       owned subsidiaries of Octodec and rented by CPA (the "properties").

2.     Details of the lease agreements
       In terms of the lease agreements, Octodec will lease the areas specified below to CPA for a period of five years
       and two months, commencing on 1 July 2023 and expiring on 31 August 2028, in order to align it with the
       expiry date of the current asset management agreement with CPA:

                                                                                                    Monthly rental
        Property name / leased premises                                  Gross lettable area                amount
        CPA Place, 97 Marshall Street, Marshalltown,                          1 252m2 and 31
        Johannesburg                                                            parking bays              R180 800
        CPA House, 101 Du Toit Street, Pretoria                               6 208m2 and 64
                                                                                parking bays              R603 345
        Jardown 1, 377 Johannes Ramokhoase Street, Pretoria                    679m2 and 121
                                                                                parking bays               R86 905
        Jardown 2, 384 Madiba Street, Pretoria                               35 parking bays               R21 250
        Bosch Building, 363-365 Johannes Ramokhoase Street,
        Pretoria                                                             84 parking bays               R51 550
        Total monthly rental amount                                                                       R943 850

       The lease agreements are subject to the following additional terms and conditions:
       -     monthly rentals will be escalated at the Consumer Price Index as agreed between the parties in May of
             each year of the lease period;
       -     CPA will be liable for its pro rata portion of increases in assessment rates;
       -     the tenant in both CPA Place and CPA House will receive two months' rental in lieu of costs incurred by
             the tenant for carrying out tenant installations at the premises;
       -     on expiry of the lease agreements, CPA will return the properties in the same condition as at 1 July 2023,
             subject to fair wear and tear; and
       -     CPA may terminate the lease agreements should the asset management agreement between CPA and
             Octodec be terminated.

3.     Small related party transaction
       CPA and Octodec are related parties due to the fact that Jeffrey Wapnick and Sharon Wapnick are directors of
       Octodec and City Property and members of the Wapnick family are material shareholders of both companies.
       In terms of section 10 of the JSE Listings Requirements, the signature of the lease agreements constitutes a
       small related party transaction. Accordingly, BDO Corporate Finance Inc., an independent expert acceptable to
       the JSE, has been appointed to provide a fairness opinion in this regard.

       A further announcement will be published on the finalisation of the independent expert's fairness opinion in
       respect of the lease agreements.

16 October 2023

Sponsor
Java Capital

Debt Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 16-10-2023 03:35:00
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