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Category 2 transaction - disposal of Planet Koper

Published: 2024-07-22 11:11:32 ET
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LIGHTHOUSE PROPERTIES p.l.c.
(Registered in Malta)
(Registration number: C 100848)
Share code: LTE
ISIN: MU0461N00015
LEI: 549300UG27SWRF0X2U62
(“Lighthouse” or the “Company”)


CATEGORY 2 TRANSACTION - DISPOSAL OF PLANET KOPER



INTRODUCTION

Shareholders are advised that the Company, through a wholly-owned subsidiary, Lighthouse Investments d.o.o. (the “Seller”)
entered into an asset purchase and business transfer agreement (the “APA”) with AC2 d.o.o. (the “Purchaser”), a limited
liability company, registered in Slovenia, and owned by ALFI RE, an alternative investment fund (50%), and Plavi Real Estate
d.o.o., a limited liability company registered in Croatia (50%), for the disposal of the mall known as Planet Koper in Koper,
Slovenia (“Planet Koper” or the “Property”) (the “Disposal”).

The Disposal is structured as an asset deal, with the transfer of the Property as a going concern to the Purchaser.

RATIONALE FOR THE DISPOSAL

The disposal of Planet Koper is consistent with Lighthouse’s investment policy and strategy to focus on dominant and defensive
malls in growing regions with a strong economic underpin.

Planet Koper, although dominant, lacks key retailers such as Zara and Primark, which are an integral part of the Lighthouse’s
strategy. The net proceeds of the disposal will be utilised to fund Lighthouse’s pipeline of acquisitions in Iberia.

EFFECTIVE DATE

The effective date of the Disposal shall be within 10 business days after the conditions precedent set out below have been
satisfied or waived, as applicable (the “Closing Date”), provided that the Closing Date occurs on or before 31 December 2024
(the “Long Stop Date”).

DISPOSAL CONSIDERATION

The aggregate disposal consideration of EUR 68 750 000 (“Disposal Consideration”) shall be settled by the Purchaser and all
of the Seller’s rights, title and interests in and to the Property held for use in the conduct of the business of the mall will transfer
to the Purchaser on the Closing Date.

Part of the Disposal Consideration will be applied towards the full settlement of the existing Banka Sparkasse d.d. facility in
respect of Planet Koper of EUR 22.2 million (balance at 30 June 2024).

CONDITIONS PRECEDENT

The Disposal remains subject to the fulfilment or wavier (as applicable) of the following significant conditions precedent:

    -   receipt of antitrust approval by the relevant authorities by the Long Stop Date;
    -   receipt by the Seller of a waiver from tenants leasing at least 5% or more of the gross lettable area declaring that the
        tenant will not terminate their lease agreements as a result of the Disposal; and
    -    confirmation by the Seller that during the period from the signature date of the APA and the Closing Date there has not
         occurred any event, change, circumstance or affect which constitutes a Force Majeure.

The Disposal is subject to the satisfaction of certain customary closing conditions, including those related to the parties’
respective representations and warranties with respect to Planet Koper.

THE PROPERTY

 Property name           Geographical               Sector               Gross               Weighted           Net operating            External
  and address              location                                  lettable area          average net            profit1              valuation2
                                                                          (m2)               rental per            (EUR)                  (EUR)
                                                                                               month
                                                                                            (EUR / m2)
 Planet Koper,         Koper, Slovenia                   Retail               31,223                14,00            4 797 200           69 300 000
 Ankaranska
 cesta 2, 6000
 Koper,
 Capodistria,
 Slovenia
Notes:

    1.   Extracted from Lighthouse’s audited results for the year ended 31 December 2023, which were prepared in terms of International Financial
         Reporting Standards.
    2.   The Property was valued at 31 December 2023 by iO Partners, a JLL Preferred Partner and an independent valuer registered with the Royal Institute
         of Chartered Surveyors. The Disposal Consideration is considered to be in line with the fair market value as determined by the directors of the
         Company. The directors of the Company are not independent and not registered professional valuers.

CATEGORISATION OF THE DISPOSAL

The Disposal represents a category 2 transaction in terms of the JSE Listings Requirements and accordingly no shareholder
approval is required.

22 July 2024

            JSE sponsor and corporate advisor                                                 Company Secretary




                                                                                            Stonehage Fleming Malta Limited

                      Tel: +27 11 722 3050                                                     Tel: +356 2144 6377