ZARCLEAR HOLDINGS LIMITED - Further disposal of shares in Stenprop Limited

Further disposal of shares in Stenprop Limited

ZARCLEAR HOLDINGS LIMITED
(Incorporated in South Africa)
(Registration number 2000/013674/06)
Share code: ZCL ISIN: ZAE000262820
(“Zarclear” or the “Company”)


FURTHER DISPOSAL OF SHARES IN STENPROP LIMITED


1.   INTRODUCTION

     1.1.   Shareholders are referred to the announcement published on SENS on 12 June 2020, where shareholders
            were advised that Zarclear had disposed of 6 400 000 shares in Stenprop Limited (“Stenprop”) for an
            aggregate sale consideration of R128 000 000 (the “initial disposal”).

     1.2.   Shareholders are now advised that Zarclear has disposed of further Stenprop shares as follows:

            1.2.1. 1 847 979 Stenprop shares were sold for a sale price of R27.10 per share and an aggregate sale
                   consideration of R50 080 230.90, which sale was executed by way of an on-market block trade on
                   the JSE on Tuesday, 3 November 2020; and

            1.2.2. 300 496 Stenprop shares were sold for a sale price of R26.50 per share and an aggregate sale
                   consideration of R7 693 144.00, which sale was executed by way of an on-market block trade on
                   the JSE on Wednesday, 4 November 2020.

            These disposals are collectively referred to herein as the “subsequent disposal.”

     1.3.   Following the subsequent disposal, Zarclear now owns in aggregate 12 330 002 Stenprop shares, thus
            decreasing its shareholding to c.4.13% of the total Stenprop shares in issue.

2.   DESCRIPTION OF STENPROP AND RATIONALE FOR THE SECOND DISPOSAL

     2.1.   Stenprop is a Guernsey-registered UK REIT with a dual-primary listing on the Main Board of the JSE and
            on the Specialist Fund Segment of the Main Market of the London Stock Exchange, whose objective is to
            deliver sustainable growing income to its investors. Stenprop’s investment policy is to invest in a
            diversified portfolio of UK multi-let industrial (“MLI”) properties with the strategic goal of becoming the
            leading MLI business in the UK.

     2.2.   Zarclear’s shareholding in Stenprop forms a disproportionately large part of the Zarclear portfolio. The
            subsequent disposal was effected at an attractive price to reduce Zarclear’s exposure to the listed property
            sector and create additional liquidity in the Company in order to pursue other future investments.

     2.3.   The proceeds of the second disposal will be held as cash and cash resources until such time that suitable
            investment opportunities are identified.

3.   FINANCIAL INFORMATION

     Stenprop’s last reported net asset value and its net profit after tax, as disclosed in its audited results, prepared in
     terms of IFRS, for the year ended 31 March 2020 were GBP391.3 million and GBP15.2 million, respectively.

4.   CATEGORISATION

     The subsequent disposal, when aggregated with the initial disposal, is classified as a category 2 transaction in
     terms of the JSE Listings Requirements and is, accordingly, not subject to approval by shareholders.

5 November 2020


Sponsor
Java Capital
Date: 05-11-2020 01:15:00
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