South African Property Opportunities Regulatory News (SAPO)

1 May 2007 07:01

South African Property Opps PLC01 May 2007 FOR IMMEDIATE RELEASE South African Property Opportunities plc 1 May 2007 Proposed Placing of up to 50 million new Ordinary Shares The Board is today announcing details of recommended proposals for a placing ofup to 50 million Ordinary Shares in the Company at 106p per share and is alsotoday publishing a circular to Shareholders ("Circular") providing fullinformation on this and to convene an Extraordinary General Meeting of theCompany. Teather & Greenwood has received to date commitments for approximately£34.2 million. Background The Company, incorporated in the Isle of Man on 27 June 2006, was established toinvest in the South African property market with an investment objective ofachieving capital growth from a portfolio of real estate assets in the Republicof South Africa. The Company raised £30 million pursuant to a placing in October2006. To date the Company has announced five investments, together accountingfor some £9.6 million, or about one third of the proceeds of that originalplacing. These investments have been focused on the industrial sector althoughthe Company has identified a wide spectrum of opportunities which are currentlyundergoing detailed investigation including residential, commercial, industrialand mixed-use. Further details of the transactions the Company has entered intoare contained in the interim statement published in March 2007. In the Admission Document, the Company expressed an intention to raise furtherequity capital at appropriate times. The Board considers that there exist manyattractive opportunities in the South African property market and, since theBoard expects the remaining capital to be fully allocated in the short term, theCompany believes now is the appropriate time to raise further equity capital tocontinue its investment programme. Accordingly, the Company is proposing toissue up to a further 50 million Ordinary Shares through the Placing withinstitutions, which is being conducted by Teather & Greenwood. The Net Asset Value per Ordinary Share at 31 December 2006 (the date to whichthe unaudited interim results were made up) was 97.51p, compared withapproximately 97p on 26 October 2006, the day on which the Ordinary Shares werefirst admitted to trading on AIM and CISX, although it should be noted that asat 31 December 2006, the Company had not completed on any investments and,accordingly, the NAV did not reflect any value for the investments which theCompany has completed since then. It is proposed that the Placing Shares willbe issued at 106p per Placing Share, being the best bid price for the OrdinaryShares on AIM as at 26 April 2007. The authorised share capital of the Company is £500,000, divided into 50 millionOrdinary Shares of 1p each, of which 30 million are in issue. At theExtraordinary General Meeting Shareholders will be asked to approve a resolutionto increase the authorised share capital by a further 100 million OrdinaryShares, which will enable the Directors to allot all the Placing Shares whileleaving some headroom for any further capital-raising which the Company maydecide upon. In the event that further capital raising is proposed in thefuture, it is the Board's intention to consult, as far as practicable, withshareholders with a view to providing them the opportunity to participate in anysuch capital raising. Benefits of the Placing The Board considers that an increase in the capital base of the Company wouldhave the following benefits for Shareholders: • the increased size will allow the Company to participatefurther in the pipeline of new investment opportunities in the chosen sphere ofoperations and to consider larger investments whilst maintaining a diversifiedportfolio; • a potential improvement in liquidity of the market in theCompany's shares due to an increase in the number of Ordinary Shares in issue;and • a reduction in the Company's fixed operating costs as apercentage of Shareholders' funds. Your Board will continue to pursue the Company's principal objective ofachieving capital growth through a portfolio of real estate assets which mayinclude commercial, industrial and residential properties in the Republic ofSouth Africa. Following discussions with the Manager, the Board expects that the proceeds ofthe Placing in addition to existing monies available for investment will befully or substantially invested by the end of next year. The Board does notenvisage there being any changes to the Company's existing policy on gearing,dividends or investment emphasis as a result of the proposed Placing nor is achange in the nature of the business of the Company contemplated. Extraordinary General Meeting An Extraordinary General Meeting has been convened for 10.30 a.m. on 18 May 2007to seek Shareholders' approval for an ordinary resolution to increase theCompany's authorised share capital from £500,000 to £1,500,000 by the creationof an additional 100 million Ordinary Shares. If the resolution is not passed,the Company's existing authority to issue up to 20 million Ordinary Shares willnot be affected and the Company reserves the right to issue those OrdinaryShares, scaling back Placing commitments as appropriate. Expected Timetable 2007 Extraordinary General Meeting 18 May Admission of the Placing Shares to trading on AIM and to listing andtrading on the CISX and commencement of dealings 21 May CREST stock accounts credited (as applicable) and payment fromplacees in uncertificated form through CREST 21 May Definitive share certificates despatched by (as applicable) 4 June General Full details of the Placing, the risk factors and the notice of ExtraordinaryGeneral Meeting of the Company are set out in the Circular which is beingdespatched to the Company's Shareholders today. Terms used in this announcementshall have the same meaning as in the Circular. Enquiries Principle CapitalJames Peggie+44 (0)20 7240 3222 BiddicksZoe Biddick+44 (0)20 7448 1000 Teather & Greenwood LimitedPaul Fincham+44 (0)20 7426 9000 Notes None of the Ordinary Shares has been, or will be, registered in the UnitedStates under the US Securities Act of 1933, as amended, or under the securitieslaws of Australia, Canada or Japan and they may not, subject to certainexceptions, be offered or sold directly or indirectly within the United States,Australia, Canada or Japan or to, or for the account or benefit of, UK Personsor any national, citizen or resident of the United States, Australia, Canada orJapan. Teather & Greenwood Limited, which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting solely for the Companyand for no one else in connection with the Placing and will not be responsibleto anyone other than the Company for providing the protections afforded toclients of Teather & Greenwood or for affording advice in relation to thePlacing or any matter referred to in this document. This information is provided by RNS The company news service from the London Stock Exchange