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iFOUR - FULFILMENT OF CONDITIONS PRECEDENT
iFOUR PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
JSE code: IFR ISIN: ZAE000039236
(Registration number 2001/016118/06)
("iFour" or "the company"))
FULFILMENT OF CONDITIONS PRECEDENT TO AGREEMENT BETWEEN iFOUR, PANGBOURNE
PROPERTIES LIMITED ("Pangbourne") AND OTHER VENDORS FOR THE DISPOSAL OF A
PORTFOLIO OF PROPERTIES TO iFOUR, TRANSFER OF PROPERTIES AND ISSUE OF iFOUR
LINKED UNITS AND WITHDRAWAL OF CAUTIONARY
1. Introduction
PricewaterhouseCoopers Corporate Finance (Pty) Ltd is authorised to advise that
further to the announcement on SENS on Tuesday, 16 September 2003 and in the
press on Wednesday, 17 September 2003, and the circular to iFour linked
unitholders ("unitholders") dated 1 September 2003 ("the circular"), unitholders
are advised that the various agreements dated on or about 31 July 2003 ("the
acquisition agreements") in terms of which iFour has acquired the portfolio of
properties have become unconditional and that the bulk of the properties have
been transferred to iFour and the purchase considerations, set out in more
detail below, have been paid.
2. Competition Commission approval and fulfilment of conditions precedent
The Competition Commission has granted the requisite approvals to the various
acquisition agreements requiring such approval including the acquisition by
Pangbourne of 49% of the issued linked units in iFour ("linked units"), and
consequently, the acquisition agreements are now unconditional.
3. Transfer of properties
The transfer of 31 properties to iFour has been completed and the aggregate
purchase consideration of R379 982 381 has been settled by the payment of R227
893 581 in cash and the balance in linked units. A total of 42 174 393 linked
units have been issued to the vendors, their renouncees and subscribers at
various prices between R5.00 and R5.22 ("the issued units"). It is anticipated
that the balance of 22 properties will be completed within the next few weeks.
Delays have principally been caused by difficulties the vendors are having in
obtaining rates clearance certificates from the various local authorities.
4. Issue and listing of linked units
31 381 193 of the issued units referred to in paragraph 3 above have been listed
and the balance of 10 793 200 linked units will be listed on the JSE Securities
Exchange South Africa on Friday, 10 October 2003. The balance of 24 012 730
linked units to be issued in settlement of the properties still to be registered
into the name of iFour will be issued and listed at the time of the transfer of
the respective properties.
5. Further announcement
Once the transfers of the properties have been completed and the last of the
linked units issued and listed in settlement of the purchase considerations, an
announcement to this effect will be made on SENS.
6. Removal of cautionary
Unitholders need no longer exercise caution when dealing with their linked
units.
Johannesburg
8 October 2003
Sponsor Corporate Adviser
PricewaterhouseCoopers Mettle Limited
Corporate Finance (Pty) Ltd ) (Registration number 1996/010795/06)
(Registration number 1970/003711/07
Corporate law advisers and consultants Attorneys
Edward Nathan & Friedland (Pty) Ltd Knowles Husain Lindsay Inc
(Registration number 1999/026464/07) (Registration number
2000/000004/21)
Date: 08/10/2003 03:45:47 PM Produced by the JSE SENS Department
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