EMIRA PROPERTY FUND LIMITED
Incorporated in the Republic of South Africa
(Registration number 2014/130842/06)
JSE share code: EMI     ISIN: ZAE000203063
JSE Bond Company Code: EMII
LEI Number: 3789005E23C6259EAE70
(Approved as a REIT by the JSE)
(“Emira” or the “Company”)


DISPOSAL OF LETTING ENTERPRISES

1.     INTRODUCTION AND RATIONALE

       Shareholders and noteholders are advised that:

       -     Emira and its wholly owned subsidiary, Cape Pointset Property Investments Proprietary
             Limited, have signed an agreement to dispose of the property and letting enterprise
             known as Makro Crown Mines to New Order Investments 90 Proprietary Limited (the
             “Crown Mines Purchaser”), signed by Ebrahim Ghood as the authorised shareholder
             representative, as to a 50% undivided share and BR Ephron Property Holdings Proprietary
             Limited, signed by Noor Mahomed as the authorised shareholder representative, as to a
             50% undivided share, for an aggregate consideration of R337 500 000(inclusive of VAT at
             a rate of 0%) (the “Crown Mines Purchase Consideration”) (the “Crown Mines
             Transaction”); and

       -     Emira has signed an agreement to dispose of the property and letting enterprise known
             as Market Square, Beacon Way, Plettenberg Bay (“Market Square”) to Lynx Real Estate
             Developments Proprietary Limited (the “Market Square Purchaser”), signed by Johann
             van Zyl as the authorised shareholder representative, for an aggregate consideration of
             R354 000 000(inclusive of VAT at a rate of 0%) (the “Market Square Purchase
             Consideration”) (the “Market Square Transaction”).

       The Crown Mines Transaction and the Market Square Transaction (collectively the
       “Transactions”) form part of Emira’s strategy to recycle capital. The net proceeds of the
       Transactions will initially be used to reduce Emira’s debt and subsequently to fund new
       acquisitions in accordance with Emira’s investment policy.

       The Transactions and the Crown Mines and Market Square Purchasers are not related in any
       way.

2.     TERMS OF THE CROWN MINES TRANSACTIONS

       The effective date of the Crown Mines Transaction will be the date of registration of transfer of
       Marko Crown Mines into the name of the Crown Mines Purchaser.

       The Crown Mines Purchase Consideration will be paid in cash against registration of transfer of
       Crown Mines in the name of the Crown Mines Purchaser.
       In the event that transfer of Crown Mines has not taken place within 8 months of the Crown
       Mines Transaction becoming unconditional (the “Crown Mines Unconditional Date”) the
     Crown Mines Purchase Consideration will escalate on a pro rata basis by 0.4% per month,
     compounded monthly in arrears with effect from the lapse of the 8 month period from the
     Crown Mines Unconditional Date, save to the extent that the delay in transfer is caused by
     Emira. If Crown Mines does not transfer within 18 months from the Crown Mines Unconditional
     Date, the Crown Mines Purchaser may elect to cancel the Crown Mines Transaction.


     The Crown Mines Transaction remains subject to approval by the Competition Authorities.


     The agreement for the Crown Mines Transaction contains undertakings, warranties and
     indemnities which are normal for a transaction of this nature.

3.   TERMS OF THE MARKET SQUARE TRANSACTIONS

     The effective date of the Market Square Transaction will be the date of registration of transfer
     of Market Square into the name of the Market Square Purchaser (the “Market Square Transfer
     Date”).

     The Market Square Purchase Consideration will be paid in cash against registration of transfer
     of Market Square in the name of the Market Square Purchaser.

     In the event that transfer of Market Square has not taken place within 8 months of the Market
     Square Transaction becoming unconditional (the “Market Square Unconditional Date”) the
     Market Square Purchase Consideration will escalate on a pro rata basis by 0.4% per month,
     compounded monthly in arrears with effect from the lapse of the 8 month period from the
     Market Square Unconditional Date, save to the extent that the delay in transfer is caused by
     Emira. If Market Square does not transfer within 18 months from the Market Square
     Unconditional Date, the Market Square Purchaser may elect to cancel the Market Square
     Transaction.

     Emira has agreed to undertake an expansion in respect of Market Square. The Market Square
     Purchase Consideration is premised on the extension being completed. To the extent that the
     Market Square Transfer Date occurs prior to such extension being completed, the Market
     Square Purchase Consideration will be reduced by the costs to complete the extension
     (determined by an independent quantity surveyor) and the Market Square Purchaser will
     assume the obligation to complete the extension.

     The Market Square Transaction remains subject to the fulfilment of the following conditions
     precedent:
     - Woolworths not exercising its pre-emptive rights to purchase Market Square, Beacon Hill;
         and
     - Approval by the Competition Authorities.

     The agreement for the Market Square Transaction contains undertakings, warranties and
     indemnities which are normal for a transaction of this nature.
4.    PROPERTY SPECIFIC INFORMATION

       Property name         Location              Sector     GLA (m2)     Weighted Purchase price
                                                                            average attributable to
                                                                              rental each Property
                                                                             (R/m2)             (R)
       Marko       Crown Johannesburg,
       Mines             Gauteng          Retail                18 956         146,25      337 500 000
                         Plettenberg Bay,
       Market Square     Western Cape     Retail                14 848         158,16      354 000 000

      The Crown Mines Purchase Consideration and the Market Square Purchase Consideration is
      considered to be fair market value, as determined by the directors of Emira. The directors of
      Emira are not registered as professional advisors or as professional associate advisors in terms
      of the Property Valuers Profession Act, No 47 of 2000.

5.    FINANCIAL INFORMATION

      The net expected cash proceeds from the Crown Mines Transaction and the Market Square
      Transaction are approximately R333 825 000 and R353 915 000 respectively. The net operating
      income (excluding straight-lining rental income adjustments) of Crown Mines and Market
      Square, based on the unaudited financial statements of Emira (prepared in terms of IFRS) for
      the six months ended 31 September 2023, is c.R14 983 411 and R12 353 838 respectively.

6.    CATEGORISATION OF THE TRANSACTION

      Each of the Transactions is categorised as a Category 2 transaction for Emira in terms of the JSE
      Limited Listings Requirements and as such is not subject to Emira shareholder approval.

Bryanston
28 March 2024

Sponsor
Questco Corporate Advisory Proprietary Limited

Debt sponsor
Rand Merchant Bank (a division of FirstRand Bank Limited)