19 May 2011 by Cliffe Dekker Hofmeyr

Rebosis listing is first under new Companies Act

The listing of the linked units in Rebosis Property Fund Limited ("Rebosis") on the main board of the JSE Limited ("JSE"), which took place on Tuesday, 17 May, was the first under the Companies Act, 2008 which came into effect on 1 May. Rebosis is the first black-managed and substantially black-held property fund to be listed on the JSE.

Lydia Shadrach-Razzino, Director in the Corporate and Commercial Practice Area at Cliffe Dekker Hofmeyr, the legal advisors to Rebosis on the listing, said that the listing was exciting for South Africa considering the combination of the following, i) the history of Rebosis, ii) its Black Economic Empowerment ("BEE") credentials, and iii) the BEE credentials of its asset manager.

"The private placement of linked units in Rebosis was not an offer to the public and a registered prospectus was not required. The linked units in Rebosis were placed privately in terms of a pre-listing statement in accordance with the listing requirements of the JSE and the new Companies Act," she said.

Ian Hayes, Director in the Corporate and Commercial Practice Area at Cliffe Dekker Hofmeyr, said we are thrilled to have been part of this first and somewhat unique listing under the new Companies Act.

The listing of the linked units in Rebosis will offer investors an initial 8.6% forward yield (calculated for the 12 months to 31 May 2012), with forecast growth in distributions of 12% in 2012.

Established by the Billion Group, Rebosis owns a portfolio of eight high grade retail and office properties located in Gauteng and the Eastern Cape and valued at approximately R3.6 billion. The office buildings make up approximately 40% and the retail malls approximately 60% of the value of the portfolio.

The five office buildings are located in nodes attractive to government tenants, four in Pretoria and one in Braamfontein. The retail portfolio comprises three exceptional quality shopping malls, most notably Hemingways Mall in East London

The listing will allow Rebosis access to the equity markets to finance its planned future growth and to raise approximately R1.66 billion in order to facilitate the acquisition of the additional properties and restructure and reduce the group's overall gearing levels.

The Cliffe Dekker Hofmeyr team included the following directors:

  • Ian Hayes, Corporate and Commercial
  • Lydia Shadrach-Razzino, Corporate and Commercial
  • Quintin du Plessis, Real Estate

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