Wrap Text
Category 2 transaction - disposal of Planet Koper
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 profit(1) valuation(2)
(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
Java Capital Stonehage Fleming Malta Limited
Tel: +27 11 722 3050 Tel: +356 2144 6377
Date: 22-07-2024 10:10:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
