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JSE & ABSA Private Bank Showcase PresentationDurban, 22 July 2015
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Disclaimer
This document has been prepared and issued by and is the sole responsibility of the management of Delta Property Fund Limited(the “Company”) and its subsidiaries. No information made available in connection with this presentation may be passed on, copied,reproduced, in whole or in part, or otherwise disseminated, directly or indirectly, to any other person. The contents of thispresentation are to be kept confidential.
This presentation and any materials distributed in connection with this presentation may include certain forward-looking statements,beliefs or opinions, including statements with respect to the Company’s business, financial condition and results of operations. Thesestatements, which contain the words “anticipate”, “believe”, “intend”, “estimate”, “expect”, “forecast” and words of similar meaning,reflect the Directors’ beliefs and expectations and involve risk and uncertainty because they relate to events and depend oncircumstances that will occur in the future. No representation is made that any of these statements or forecasts will come to pass orthat any forecast results will be achieved. There are a number of factors that could cause actual results and developments to differmaterially from those expressed or implied by these statements and forecasts. Past performance of the Company cannot be relied onas a guide to future performance. Forward-looking statements speak only as at the date of this presentation and the Companyexpressly disclaims any obligations or undertaking to release any update of, or revisions to, any forward-looking statements in thispresentation. No statement in this presentation is intended to be a profit forecast. As a result, you are cautioned not to place anyundue reliance on such forward-looking statements.
This document speaks as of the date hereof. No reliance may be placed for any purposes whatsoever on the information contained inthis document or on its completeness, accuracy or fairness. This information is still in draft form and has not been legally verified. Thefinancial information included herein is in draft form and unaudited. The Company, its advisers and each of their respective members,directors, officers and employees are under no obligation to update or keep current the information contained in this presentation, tocorrect any inaccuracies which may become apparent, or to publicly announce the result of any revision to the statements madeherein except where they would be required to do so under applicable law, and any opinions expressed in them are subject to changewithout notice. No representation or warranty, express or implied, is given by the Company, or any of its subsidiary undertakings oraffiliates or directors, officers or any other personas to the fairness, accuracy or completeness of the information or opinionscontained in this presentation and no liability whatsoever for any loss howsoever arising from any use of this presentation or itscontents otherwise arising in connection therewith is accepted by any such person in relation to such information.
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Introduction
Capital Towers, Pietermaritzburg
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Introduction to Delta
Black managed REIT
Predominantly invested in office buildings in Durban and Pretoria with diversifying
investments in other sectors and Africa-focused Delta International
23.6% growth in total investment portfolio to R8.9 billion* at Feb 2015 (Feb 2014 - R7.2
billion) and R9.3 billion * at 30 June 2015
Level 2 BEE property charter rating
Secure long term sovereign underpin
Average property value of R103 million
Ratio of government to non-government (GLA) = 50:50 (Feb 2014 – 56:44)
Maintained A2 (ZA) short term GCR credit rating
*Includes investment in Delta International
Highlights - Year End Results
Growth in full year distribution 15.7% to 84.07 cents (Feb 2014 - 72.69 cents)
Market capitalisation at Feb 2015 R4.08 billion (Feb 2014 – R3.39 billion)
NAV per share of R10.02 (Feb 2014 - R9.28*) growth 8%
R1 billion revenue milestone achieved
Maiden US$ distribution received from Delta International
Post year end successful oversubscribed capital raise and vendor placement of
R688 million
5*
Feb 2014 NAV per share restated from R8.87 to R9.28 to take into account the elimination of 2014 unitholders for distribution liability for comparison purposes
Management structure
JB MagwazaNon-Executive Chairman
Sandile NomveteChief Executive Officer
Bronwyn CorbettChief Investment Officer & Chief Operating Officer
Jorge Da CostaIndependent Non-ExecutiveDirector
Chairman of the InvestmentCommittee
Greg BooyensChief Financial Officer
Nooraya KhanLead IndependentNon-Executive Director
Chairman of the Audit, Risk and ComplianceCommittee, Nomination andRemuneration Committee
Paul SimpsonIndependent Non-ExecutiveDirector
Executive directors Non-Executive directors
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Dumo MotuaIndependent Non-ExecutiveDirector
Ian MacleodIndependent Non-ExecutiveDirector
Delta Property Asset ManagementAppointed Asset Manager of Delta Property Fund. Owned by trust with BEE staff as beneficiaries, and employs asset management staff
Property Managing Agent CompaniesVarious property management companies appointment to administer day-to-day functions of the property portfolio, including JHI, Braamcor, Moolman, Broll and internal property management division Delta Property Services
Unitholder profile
As at 30 June 2015 Units held Holding
Coronation Fund Managers 84 993 784 15.57%
Public Investment Corporation 76 388 306 13.99%
Stanlib Asset Management 70 735 827 12.96%
Sanlam Investment Management 43 650 111 7.99%
Grindrod Asset Management 31 061 061 6.78%
Kagiso Asset Management 27 288 994 5.00%
Investec Asset Management 17 900 244 3.28%
Directors 26 205 707 4.25%
Subtotal 378 224 034 69.27 %
Other 167 784 99 30.73 %
Total 546 008 733 100%
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Investment portfolio
Samora House, Durban
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Consistent growth in assets
R’bn LTV %
Comparison of market cap, investment portfolio value and LTV
1.35
1.39
3.00 3.39 3.54
4.08 4.46
2.10 2.12
4.80
6.97 7.18
8.90 9.30
40.0% 38.7%
41.0%47.5%
48.2%
49.9%
47.0%
30%
40%
50%
60%
70%
80%
-
1.00
2.00
3.00
4.00
5.00
6.00
7.00
8.00
9.00
10.00
Nov-12 (Listing) Feb-13 Aug-13 Feb-14 Aug-14 Feb-15 Jun-15(Post cap raise)
Market cap Investment portfolio LTV %
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Property portfolio analysis
TENANT PROFILE: GLA
50%
39%5%
6%
Office: government (50,1%)Office: other (39,3%)Retail (4,9%)Industrial (5,7%)
39.3%
35%
6%6%
5%4%3%1%
0.8%
Gauteng (39,3%) Kwazulu-Natal (35,0%)
Limpopo (6,4%) Northern Cape (5,6%)
Western Cape (4,8%) Mpumalanga (3,7%)
Eastern Cape (3,4%) Free State (1,0%)
North West (0,8%)
24%
76%
A (23,8%) B (76,2%)
31%
69%
A (31,4%) B (68,6%)
GEOGRAPHIC PROFILE: GLA BUILDING GRADE: GLA
TENANT PROFILE: RENTAL GEOGRAPHIC PROFILE: RENTAL BUILDING GRADE: RENTAL
39%
28%
12% 6%5%
4%4%
1%
0.7%
Gauteng (39,1%) Kwazulu-Natal (27,9%)
Limpopo (11,7%) Northern Cape (6,3%)
Western Cape (4,9%) Mpumalanga (4,0%)
Eastern Cape (4,3%) Free State (1,1%)
North West (0,7%)
59%
33%
6%
2%
Office: government (59,3%)Office: other (32,5%)Retail (5,9%)Industrial (2,3%)
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Delta International
Maiden distribution of US$ 6.64 cents per share paid in February
Forward distribution dollar yield forecasted between 6.5% - 7%
Total capital raised of US$43 million (R522 million) in 2015
calendar year
The proceeds utilised to fund the acquisition of the Vodacom
Building, Zimpeto Square and to retire a portion of debt
associated with the completed acquisition of the Hollard Building
Migrated to main board of JSE
Vodacom Building, MaputoVodacom Building, Maputo
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Well positioned relative to peers
Historic Yield Comparison
11.00%10.60%
10.10%
9.30%9.00%
8.20% 8.20% 8.10%7.80% 7.80% 7.80% 7.70%
6.60%
0.00%
2.00%
4.00%
6.00%
8.00%
10.00%
12.00%
Sector Weighted Index - 5,8%
Information from Catalyst Fund Managers June 2015 monthly reportSector weighted index includes counters that do not pay distribution, such as Attacq and Pivotal
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DLT vs R186 Long term bond
5.00%
6.00%
7.00%
8.00%
9.00%
10.00%
11.00%
12.00%
Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15 Apr-15 May-15 Jun-15 Jul-15
DLT Yield R 186 Yield
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Delta is an actively managed property fund underpinned by sovereign
tenants with secure long term leases
Currently trading at a share price of R8.15 and a historic yield of 10.6%, with
distribution growth target of 8%
This gives investors a forward return of greater than 11% on cash invested,
excluding any capital growth in the share price
Investors receive a distribution half yearly, in November and May / June
Key Selling Points
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Q & A
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Annexures
Sleepy Hollow, Pietermaritzburg
Annexure 1 - Directors of Delta
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Directors of Delta
Johannes Bhekumuzi Magwaza – Non-Executive Chairman
BA, MA (UK)
JB has many years’ experience as a board representative for various JSE listed and non-listed entities including chairmanships at Tongaat Hullet Limited, Pamodzi Investment Holdings Proprietary Limited, Motseng, Mutual & Federal Limited and Nkunzi Investment Holdings Proprietary Limited.
He was the founder chairman of the National Economic Initiative and served on the executive committee of the Urban Foundation and the Development Bank of Southern Africa. JB has been the recipient of numerous provincial, national and international prestigious awards and brings a wealth of fiduciary experience to the board of Delta.
Since retiring in 2003, he has become an active non-executive director of a number of black-owned and controlled companies in which he has helped form and lead consortiums, managed conflict and dispute resolutions, implemented governance disciplines, developed strategies and imparted valuable management skills.
Sandile Hopeson Nomvete – Chief Executive Officer
Exec Dep. & Prop Dev. Prog. (Wits & UCT Business Schools)
He co-founded Motseng Investment Holdings which eventually became the empowerment partner to Marriot Property Group. A series of mergers and acquisitions within the sector provided the opportunity for Motseng to become the largest 100% black-owned property management company in South Africa.
Sandile serves as a director on a number of other listed entities, including KAP Limited. He has nearly a decade and a half of experience in executive and non executive positions.
Sandile is a graduate of the Property Development Programme from the University of Cape town Graduate School of Business, and holds an Executive Development Programme and Finance for non-financial managers Diploma from the University of Witwatersrand Graduate School of Business.
Bronwyn Anne Corbett – Chief Financial Officer
BCom (Acc) (Univ. of Natal, PMB), CA(SA)
She has over ten years experience in the property sector with a specific focus on property ownership. Prior to joining Motseng in April 2009 as the Chief Financial Officer, Bronwyn was the Financial Director and joint founder of Universal Retail Construction Company and also the Financial and Operations Director for Universal Property Professionals, a development and property ownership company with a portfolio in excess of R12 billion.
When joining Motseng in April 2009 Bronwyn was integral in the establishment of Tuffsan 89 Investment Holdings (now Delta Property Fund) and built the property portfolio to R2.6 billion which ultimately led to the listing of Delta Property Fund on the JSE. Bronwyn has the ability to secure essential finance and seller relationships which has been paramount to the success of Delta Property Fund.
She holds a Bachelor of Commerce in Accounting from the University of Natal and is a member of the Institute of Chartered Accountants. Bronwyn is also a registered auditor.
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Directors of Delta Property Fund (cont.)
Nooraya Khan – Independent Non-Executive Director
CA (SA)
Nooraya is a Chartered Accountant and a highly – experienced and successful private equity transactor.
She has vast experience in negotiating, implementing and managing private equity and black economic empowerment transactions across South Africa which was obtained during a combined thirteen-year tenure at Rand Merchant Bank (a division of FirstRand Bank Limited) and the Industrial Development Corporation (IndustrialDevelopment Corporation).
Nooraya also gained exposure to project finance transactions and risk management as a manager in the Project Finance and Risk Management divisions of the Industrial Development Corporation, and as a member of the CIBC credit committee of FirstRand Limited.
Jose Jorge Goncalves Da Costa – Independent Non-Executive Director
Jorge has been in the property industry for the past 30 years and is a founding director of Improvon Property Group, developers of prime industrial properties across South Africa and is a past director of Property Fund Managers Limited, the management company of Capital Property Fund and Resilient Property Income Fund.
Directorships include Capital Property Fund, Improvon Properties Proprietary Limited and various non-listed entities.
Paul David Simpson – Independent Non-Executive Director
Royal Institute of British Architects Part 1
Paul has a wealth of experience and a comprehensive track record of delivering sustainable, profitable growth in the retail and property sector. Paul has had close involvement in providing architectural input on three hundred new shopping centres across South Africa, Africa and the Middle East, working with top developers. Paul’s experience ranges from major tenant input through to mall plan design of large regional centres such as Clearwater Mall, Maponya Mall and Irene Mall.
He has served as the construction director of Group Five Building Proprietary Limited in the Western Cape, prior to which he held roles as contracts’ manager at EBC Group plc in the United Kingdom and Mark Amy Limited in Jersey. He subsequently spent nearly two decades at Woolworths Proprietary Limited, heading up the real estate division.
Being a former president of the South African Council of Shopping Centres, founding director of the Green Building Council of South Africa and a member of the Commercial Board of the Bureau for Economic Research, Paul brings a vast amount of expertise to the board.
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Directors of Delta Property Fund (cont.)
Dumo Motua – Independent Non-Executive Director
Bcom, Diploma in Advanced Banking, Certificate in Business Project Management (UNISA, RAU & Wits)
Dumo has a wide experience gained from different environments and institutions, spanning the banking, regulatory and supervisory environment, credit risk
rating and policy formulation at government level. Having started her career in banking, focusing on financial analysis and development finance through the
Development Bank of Southern Africa, Dumo moved to the South African Reserve Bank to gain an understanding of the environment within which banks operate.
In 2011 Dumo launched a financial risk management consultancy, Aphiwa Risk Consultants (Pty) Ltd, focusing on the financial inclusion of the smallmicro enterprises into the formal sector through access to finance. Her projects include advising on strategy formulation for penetrating the informal market.
Ian Mcloed– Independent Non-Executive Director
Bcom (Hon) Real Estate Investment, Valuation and Development (UNISA)
Ian has 41 years of experience with financial institutions, including Standard Bank and Nedbank, with specific focus on Real Estate Credit Risk. He has extensive knowledge of Real Estate's key role players, business sectors and geographic nodes. Ian’s experience includes the managing of portfolios during changing economic cycles and particularly managing problematic properties in economic downturns.
Annexure 2 - Top 10 Properties
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Top 10 Properties (by value)
Forum Building Liberty Towers Hallmark Building Delta Towers
Location Pretoria Location Durban Location Pretoria Location Durban
SectorOffice -
GovernmentSector
Office -Other
SectorOffice -
GovernmentSector
Office -Other
GLA 41,003 m2 GLA 40,465 m2 GLA 26,255 m2 GLA 40,694 m2
Vacancy Nil Vacancy 2.66% Vacancy Nil Vacancy 27.57%
Valuation R600 mil Valuation R390 mil Valuation R389 mil Valuation R350 mil
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Top 10 Properties (cont.)
Hensa Towers Manaka Heights Phomoko Towers The Marine
Location Polokwane Location Pretoria Location Polokwane Location Durban
SectorOffice -
GovernmentSector
Office -Government
SectorOffice -
GovernmentSector
Office -Other
GLA 13,675 m2 GLA 19,122 m2 GLA 13,058 m2 GLA 24,384 m2
Vacancy Nil Vacancy 1.78% Vacancy Nil Vacancy 21.21%
Valuation R341,5 mil Valuation R272 mil Valuation R259,3 mil Valuation R250 mil
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Top 10 Properties (cont.)
Embassy Building Beacon Hill
Location Durban LocationKing Williams
Town
SectorOffice -
GovernmentSector
Office -Government
GLA 31,129 m2 GLA 13,648 m2
Vacancy 20.81% Vacancy 0%
Valuation R236 mil Valuation R228 mil
Annexure 3 - Summarised AFS
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Listing date: 02 November 2012 JSE classification: Real Estate Holdings & Development
JSE code: DLT Asset manager: Delta Property Asset Managers
Asset management fee: 0.35%
31 August 2014 28 February 2015 30 June 2015
Shares in issue 451 042 442 458 409 836 546 008 733
Market capitalisation R3.69 billion R4.08 billion R4.46 billion
Share price (closing) R8.19 R8.90 R8.16
NAV per share R9.28* R10.02 Not available
No of properties 78 82 86
Valuation of portfolio R7.18 billion R8.4 billion R8.89 billion
Average value per property R92.1 million R102 million R103 million
Gross lettable area 631 898 m² 703,103 m² c. 731,963 m²
Occupancy rate 95.3% 92.9% 92.9%
Loan to value 48.2% 49.8% 47.0%
Fixed : Floating 70% 70% 71%
Funding costs Ave all in rate 8.07% Ave all in rate 8.10% Ave all in rate 7.98%
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Snapshot
*Feb 2014 NAV per share restated from R8.87 to R9.28 to take into account the elimination of 2014 unitholders for distribution liability for comparison purposes
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Financial review
Debt
• Diversified sources of funding
• Net inflows of R138 million raised through debt capital markets at average rate of 6.84%
• Maintained fixed debt at same levels as August 2014 at 70%
• Surplus funds invested on access facility at 8.5%
Temporary consolidation of Delta International
Post year end
• Strengthened balance sheet through capital raise and vendor placement of R688 million, with LTV decreasing from 49.9% at year end to 47.0%
• First disposal of non-core asset
• Introduction of dividend re-investment programme
• Targeted distribution growth of 8%
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Financial overview
28 Feb 2015 28 Feb 2014
Distribution per linked share / unit (cents) 84.071 72.692
Cost to income ratio (gross) 26.0% 25.5%
Cost to income ratio (net) 10.16% 10.77%
Gearing level 49.9% 47.5%
Weighted average interest rate 8.10% 7.5%
Fixed vs. floating 70 : 30 32 : 68
Average debt fixed period (years) 2.36 3.00
Net asset value per linked unit (excl deferred tax) R10.02 R9.283
Average rental/m² R95.84 R90.47
Average escalation 7.97% 7.99%
140.01 cpu for 6 months ended 31 Aug 2014 and 44.06 cpu for 6 months ended 28 Feb 2015
232.51 cpu for 6 months ended 31 Aug 2013 and 40.18 cpu for 6 months ended 28 Feb 2014
3Feb 2014 NAV per share restated from R8.87 to R9.28 to take into account the elimination of 2014 unitholders for distribution liability for comparison purposes
28 Feb 2015(R’000)
28 Feb 2014 (R’000)
Change %
Net property income 696 300 442 689 57.3%
Rental income 940 623 594 209 58.3%
Property operating expenses (244 323) (151 520) (61.2%)
Administration expenses (excluding forex losses) (51 008) (48 090) (6.1%)
Net finance costs (312 415) (109 925) (184.2%)
Dividend received from foreign subsidiary 18 247 - 100%
Sundry income 13 590 13 348 1.8%
Antecedent interest 3 425 - 100%
Accrued distribution from listed investments 11 905 - 100%
Taxation 2 381 (5 771) 141.3%
Retained profit not distributed - (2 935) 100%
Distributable income for the period 382 425 289 316 32.2%
Number of linked units / shares in issue 458 409 8361 429 510 825 6.7%
Distribution per linked unit / share (cents) 84.07 72.69 15.6%
Cost to income ratio (gross) % 26.0% 25.5% 1.5%
Cost to income ratio (net) % 10.16% 10.77% 5.7%
1Shares in issue at reporting date. Total distribution of R238,245,532 (44.06 cents per unit, incl. antecedent interest) will be allocated to 540 785 974 shares in issue at record date
Distributable Income Statement (extract)
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Statement of financial position (extract)
28 Feb 2015 (R’000)
28 Feb 2014 (R’000)
Assets
Non-Current assets 8 396 823 7 307 495
Investment property 8 393 900 6 965 730
Fair value of property portfolio 8 213 035 6 853 449
Straight line rental income accrual 180 865 112 281
Other non-current assets 2 923 341 765
Current assets 345 919 230 878
Assets classified as held for sale 2 110 030 -
Non-current assets held for sale and assets of disposal group 26 500 -
Total assets 10 879 272 7 538 373
Equity and liabilities
Total Equity 5 074 171 1 241 855
Equity 4 620 981 1 241 855
Non-controlling interests 453 190 -
Liabilities 4 632 758 6 296 518
Non-current liabilities 3 673 309 5 551 334
Current liabilities 959 449 745 184
Liabilities associated with disposal group held for sale 1 172 343 -
Total equity and liabilities 10 879 272 7 538 373
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Delta debt summary
As at 28 Feb 2015
Type R'm 1 Weighted Ave. Rate
Revolving / Liquidity Bank Facilities 1,042 7.92%
Floating Bank Facilities 1,064 7.48%
Fixed Bank Facilities 1,676 8.29%
Total Bank Facilities 3,782 7.99%
DMTN Programme 690 7.55%
Total Drawn Facilities 4,472 7.90%
Accrued Interest 39 N/A
TOTAL 4,511
Swap Contracts 2 1,347 7.27%
Fixed : Floating & Total WACC 70 : 30 8.10%
1Reflects balances of facilities and excludes accrued interest at 28 Feb 2015
2R362m of the Swap Contracts relates to the DMTN programme, whilst the remainder relates to bank facilities
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Debt maturity profile (28 Feb 2015)
0 50 100 150 200 250 300 350 400 450 500 550 600 650 700
28-Feb-16
28-Feb-17
28-Feb-18
28-Feb-19
28-Feb-20
DMTN Programme Fixed Bank Facilities
Floating Bank Facilities Revolving / Liquidity Bank Facilities
Swap Contracts
R’ million
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Debt maturity profile (30 June 2015)
0 50 100 150 200 250 300 350 400 450 500 550 600 650 700
28-Feb-16
28-Feb-17
28-Feb-18
28-Feb-19
28-Feb-20
DMTN Programme Fixed Bank Facilities
Floating Bank Facilities Revolving / Liquidity Bank Facilities
Swap Contracts
R’ million
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Lease expiry profile
0.0%
19.1%
24.9%
21.2%
11.4%
7.7%
15.8%
7.1%
17.7%
21.0%22.1%
8.2%7.8%
16.1%
0%
5%
10%
15%
20%
25%
30%
Vacant Feb-16 Feb-17 Feb-18 Feb-19 Feb-20 Beyond Feb-20
Rental GLA
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Acquisitions (post year-end)
Property Tembisa Megamart ABSA Florida Veritas & 142-144 4th Street Orthotouch Portfolio
Location Tembisa, Midrand Roodepoort, Gauteng PTA CBD and Sandton Bloemfontein, Welkom, Nelspruit
Description Community retail centre Office Office Office
Anchor TenantsPick ‘n Pay, Builders Warehouse
DPW, ABSA DPW DPW
Purchase Price R230,316,000 R77,000,000 R185,000,000 R507,000,000
GLA 14,100 m2 6,600 m2 12,300 m2 81,156 m2
Acquisition Yield 9.4% 11% 10.29% 11.4%
Transfer Date 2 March 2015 10 March 2015 29 April 2015 Pending transfer
142 – 144 4th Street, Sandton Tembisa Megamart, Midrand