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Business rescue quarterly update announcement as at 30 November 2023
REBOSIS PROPERTY FUND LIMITED (IN BUSINESS RESCUE)
Incorporated in the Republic of South Africa
(Registration number: 2010/003468/06)
JSE share code: REA ISIN: ZAE000240552
JSE share code: REB ISIN: ZAE000201687
(Approved as a REIT by the JSE)
("Rebosis" or the "Company" or the "Group")
BUSINESS RESCUE QUARTERLY UPDATE ANNOUNCEMENT AS AT 30 NOVEMBER 2023
In terms of paragraph 1.11 (c) of the JSE Limited ("JSE") Listings Requirements, Rebosis is required to
release a quarterly update advising holders of securities of the current state of affairs of Rebosis and the
action proposed to be taken by the Company in order to have its listing on the JSE reinstated.
The Business Rescue Practitioners ("Joint BRPs") continue to implement the business rescue plan ("BR
Plan") and this report sets out the quarterly update on the public sales process ("PSP'') as at 30 November
2023. The PSP was initiated in accordance with the approved BR Plan to facilitate the disposal of Group
assets in order to reduce the overall Group debt.
Rebosis is currently operating in terms of the BR Plan and only following conclusion of the PSP will the
Company be in a position to determine its next steps in accordance with the BR Plan. Shareholders are
referred to the announcement released by the Company on 6 April 2023 which provided salient information
regarding the PSP and the last quarterly update announcement released on SENS on 6 December 2023.
1. PSP progress
An update on the PSP progress as at 30 November 2023 is set out below:
• Following the conclusion of a portfolio sale agreement between the Joint BRPs of Ascension
Properties Proprietary Limited ("Ascension"), Rebosis, Main Street 1119 Proprietary Limited,
Cape Horizon Properties 125 Proprietary Limited (all in business rescue) and CBD Investments
Proprietary Limited ("CBD"), in respect of the disposal of a portfolio of properties (the "CBD
Disposal"), the CBD Disposal has been approved by the Competition Commission. The BRPs
have signed the necessary transfer documentation, which has been lodged with the transferring
attorneys. Rebosis is now in the process of applying for rate clearance figures and once all rate
clearances have been obtained, the Company will be better placed to determine an indicative
timeline for lodgment of transfer of ownership, subject to the issuance of rate clearance certificates.
• In respect of a portfolio sale agreement and a separate sale of rental enterprise agreement between
the Joint BRPs of Rebosis, Bay West City Proprietary Limited, Forest Hill City Shopping Centre
Proprietary Limited (all in business rescue) and Hangar 18 Investments Proprietary Limited
("Hangar 18") to dispose of a portfolio of properties ("Hangar 18 Disposal"), and a separate
property ("Bloed Street Property") together with a material lease ("Bloed Street Disposal"), all
conditions precedent ("CPs") relating to the Hangar 18 Disposal have been fulfilled. The parties
are currently attending to the preparation for lodgment of transfer of ownership. Clearance figures
has been paid where prompted and all transfer documentation has been signed and returned to
the transferring attorneys. In addition, the Bloed Street Disposal is far advanced, with the CPs still
in process, and Rebosis anticipates having a clearer indication on the timing of fulfilment of the
CPs in due course. Clearance figures have been obtained for the Bloed Street Disposal and
transfer and related documents will be circulated for signature upon the fulfilment of all of the
outstanding CPs.
• Subsequent to a portfolio sale agreement between the Joint BRPs of Ascension (in business
rescue) and Hemipac Investments Proprietary Limited("Hemipac"), to dispose of a portfolio of
properties, together with the rental enterprises conducted thereon ("Hemipac Disposal") for an
aggregate consideration of R650,000,000, a submission has been made to the Competition
Commission and a response from the Competition Commission is imminent. The joint BRPS are
in the process of applying for rate clearance figures. Once Competition Commission approval is
received, the Company will be better placed to determine an indicative timeline for lodgment of
transfer of ownership, subject to the issuance of rate clearance certificates.
• The anticipated transfer date of the CBD Disposal and the Hangar 18 Disposal into the name of
CBD and Hangar 18 respectively, will be on or about 21 February 2024, and the anticipated transfer
date of the Hemipac Disposal into the name of Hemipac will be on or about 28 February 2024.
• In respect of a portfolio sale agreement between the Joint BRPs of Ascension (in business rescue)
and Katleho Property Investments Proprietary Limited ("Katleho"), to dispose of a portfolio of
properties, together with the rental enterprises conducted thereon ("Katleho Disposal"), for an
aggregate consideration of R160,000,000, the anticipated transfer date of the Katleho Disposal
into the name of Katleho is expected to be on or about 31 March 2024.
• The disposals referred to above (collectively the "Disposals") are in accordance with the PSP and
are the culmination of a competitive process. The proceeds of the Disposals will be used to reduce
the existing indebtedness of the Rebosis Group. Rebosis will continue to update the market on the
disposal process once transactions are completed or significantly progressed.
2. Delay in financial reporting
Rebosis is currently not in a position to publish its annual financial statements for the year ended 31
August 2022 ("FY22 AFS") nor its interim report for the six months ended 28 February 2023 ("Interim
Results") within the required timelines in terms of the JSE Listings Requirements, due to the following
reasons:
• the audit process in respect of the FY22 AFS is still ongoing. To finalise the audit opinion, Rebosis
is required to have authorised and approved the valuations of its Investment Properties. These
valuations have been completed by an independent third party and are currently being reviewed
internally;
• the Interim Results can only be completed once the FY22 AFS have been finalised; and
• as a consequence, delays are expected in respect of the finalisation of the annual financial
statements for the year ended 31 August 2023.
3. Employees and support functions
During the business rescue process, and up until 30 November 2023, the Company has ensured that
all Rebosis employees have been paid, such that support functions, facilities management services and
property and asset management functions across the portfolio remain uninterrupted. In an effort to save
jobs as envisaged in the BRP Plan, the Joint BRPs have actively engaged with the buyers of the
properties to take on as many employees as possible and have preserved the employment of
approximately 75% of affected employees.
The Joint BRPs remain confident that there is a reasonable prospect of rescuing the business.
27 December 2023
Joint BRPs: Phahlani Mkhombo and Jacques du Toit
Advisors to the Joint BRPs: Java Capital Proprietary Limited, Black Acres Proprietary Limited,
Deloitte & Touche
Legal Advisors to the Joint BRPs: Cliffe Dekker Hofmeyr Inc.
Sponsor to Rebosis: Nedbank Corporate and Investment Banking, a division of Nedbank
Limited
Date: 27-12-2023 07:05:00
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