| Mon 29 Mar 2004, 15:35 | | ACQUISITION OF THE GOODWOOD MALL AND OTHER |
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PARAMOUNT PROPERTY FUND LIMITED - ACQUISITION OF THE GOODWOOD MALL AND OTHER
PROPERTIES
PARAMOUNT PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1945/019928/06)
Share code: PRA
ISIN: ZAE000028577
("Paraprop")
ACQUISITION OF THE GOODWOOD MALL AND OTHER PROPERTIES
1. Introduction
Linked unit holders are advised that Paraprop has entered into an agreement with
Eswic Investment cc ("Eswic") to acquire the rental enterprise conducted through
erven 22386 and 27457 Goodwood ("the properties") known as The Goodwood Mall.
The rental enterprise includes the properties, all land and buildings erected on
the properties and current leases.
The Goodwood Mall is situated on the corner of Voortrekker and McDonald Streets,
Goodwood, Cape Town and comprises 13 193m2 of lettable space. The centre is
currently fully let with no large vacancies expected in the foreseeable future.
The Goodwood Mall acquisition will become effective on 1 May 2004.
Paraprop also wishes to announce the acquisition of two office properties ("the
further acquisitions"), one in Paarl, Western Cape and the other in Rosebank,
Gauteng.
The combined value of these three acquisitions is R42,2 million.
2. Rationale for the Goodwood Mall acquisition and the further acquisitions
The Goodwood Mall acquisition and the further acquisitions have been effected in
line with Paraprop"s strategy of continuing to grow its property portfolio in
order to increase market capitalisation, improve its capital structure and
benefit from increased diversification. The acquisition of the Goodwood Mall
also extends the retail component of the fund.
3. Consideration for the Goodwood Mall acquisition
The acquisition consideration for the Goodwood Mall is R27 500 000, to be
settled in cash. The cash consideration, will be funded through the placing of
8 233 533 Paraprop linked units ("placing linked units"), issued at R3.34 per
linked unit, being the 30 day traded weighted average closing price on the JSE
Securities Exchange South Africa prior to 7 February 2004.
Irrevocable undertakings have been given by various parties to acquire the
placing linked units. The placing linked units will be issued to the parties at
the time of transfer of the properties.
4. Financial effects of the Goodwood Mall acquisition
Based on the audited results of Paraprop for the year ended 31 October 2003, the
pro forma financial effects of the Goodwood Mall acquisition on Paraprop"s
earnings per linked unit ("EPS"), headline earnings per linked unit ("HEPS"),
distribution per linked unit and net asset value per linked unit ("NAV") are set
out below. This pro forma financial information has been prepared for
illustrative purposes only and because of its nature may not give a true picture
of Paraprop"s financial position and results of operations, nor the effect and
impact of the transactions on Paraprop going forward.
Before the After the %
Goodwood Mall Goodwood Mall Change
acquisition(1 acquisition(2
) )
EPS (cents) 55,0 54,4 (3) (1,0)
HEPS (cents) 44,0 45,3 (3) 3,0
Distribution per 49,0 49,0 (4) -
linked unit
(cents)
NAV (cents) 436,7 421,5 (3,4)
Linked units in 51 585 59 818
issue ("000)
Weighted average 36 970 45 203
linked units in
issue ("000)
Notes
1) Based on the published consolidated audited results of Paraprop for the year
ended 31 October 2003.
2) Based on the assumption that the acquisition, transfer of the properties and
settlement of the consideration took place on 1 November 2002 for purposes of
adjusting EPS and HEPS and on 31 October 2003 for purposes of adjusting NAV.
3) EPS and HEPS have been adjusted to include income attributable to Paraprop
from the Goodwood Mall of R3 708 000. The "after acquisition" EPS and HEPS take
into account the 8 233 533 Paraprop linked units placed in order to settle the
cash consideration of R27 500 000.
4) Based on the assumption that all net income after financing expenses be
distributed to linked unit holders. The adjustments to EPS and HEPS as noted in
3) above, were also made in arriving at these amounts.
5) The effect on net tangible asset value has not been disclosed as no
intangible assets were reflected on Paraprop"s balance sheet as at 31 October
2003.
5. Conditions precedent of the Goodwood Mall acquisition
All conditions precedent relating to the Goodwood Mall acquisition have been
fulfilled.
6. The further acquisitions
The following details pertain to the further acquisitions:
* Erf 22947 Paarl, Western Cape, (PWC House) located in the Zomerlust Landgoed
Office Park on Berg River Boulevard, an office block fully occupied by
PricewaterhouseCoopers, for a consideration of R7 500 000; and
* Erf 216 Rosebank, Gauteng, situated at 7 Arnold Road, Rosebank, an office
block fully occupied by the Tsebo Outsourcing Group (Proprietary) Limited
(formerly the Fedics Group), for a consideration of R7 200 000.
The effective dates of these acquisitions were the dates of transfer, and the
purchase considerations were settled from bank borrowings and available cash
resources.
Cape Town
29 March 2004
Investment bank and Property Fund managers
sponsor managers
Nedbank Capital Spire Property Paraprop Asset
Services Managers
(Proprietary) (Proprietary)
Limited Limited
Date: 29/03/2004 03:29:10 PM Produced by the JSE SENS Department
