ANNUITY - CONDITIONAL CHANGE IN CONTROL FURTHER CAUTIONARY ANNOUNCEMENT
ANNUITY PROPERTY FUND LIMITED
(formerly GOOD CAPE LIMITED)
(Incorporated in the Republic of South Africa)
(Reg No. 1987/006274/06)
Share code: AUY ISIN: ZAE000052551
(`Annuity`, or `the company`)
CONDITIONAL CHANGE IN CONTROL FURTHER CAUTIONARY ANNOUNCEMENT
Unitholders are referred to the cautionary announcement published on SENS on 27
July 2004, in terms of which unitholders were advised that Annuity and its
controlling shareholder had entered into negotiations which could result in a
change of control of the company. Unitholders are now advised that Calulo
Properties (Pty) Ltd (`Calulo Properties`), a company controlled by Calulo
Investments (Pty) Ltd has, subject to certain conditions, agreed to purchase
from Edge To Edge 188 (Pty) Ltd (a company controlled by Nedbank Ltd), 302 217
linked units in Annuity, comprising 95.5% of the issued linked units in the
company (`the change in control`). The purchase price for the linked units is
R600 000 and equates to 198.5 cents per linked unit. The purchase price is
subject to adjustment depending on the available cash in the company on 1
September 2004, as certified by the company`s auditors. In addition to
purchasing the linked units, Calulo Properties has agreed to assume liability
for certain loans at the fair value thereof.
Unitholders are further advised that in addition to and in conjunction with the
above agreement, the company has commenced negotiations to acquire certain
properties and property portfolios (`the acquisitions`).
The change in control is conditional, inter alia, upon:
The granting of the requisite regulatory approvals;
The satisfactory conclusion of a due diligence investigation by Calulo
Properties;
The approval by shareholders of Annuity of the acquisitions.
A further announcement giving details of the change in control and the
acquisitions will be made once agreement in respect of the acquisitions has been
reached. Unitholders are accordingly advised to continue to exercise caution in
dealing in their linked units until such announcement is made.
CAPE TOWN
3 September 2004
SPONSOR AND CORPORATE ADVISOR
SASFIN CORPORATE FINANCE
A division of Sasfin Bank Limited
Date: 03/09/2004 08:00:02 AM Produced by the JSE SENS Department
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