STOR-AGE PROPERTY REIT LIMITED - Small Related Party Transaction Construction and Refurbishment Services provided by Madison Square Holdings

Small Related Party Transaction – Construction and Refurbishment Services provided by Madison Square Holdings

Stor-Age Property REIT Limited
Incorporated in the Republic of South Africa
Registration number 2015/168454/06
Share code: SSS ISIN: ZAE000208963
Alpha code: SSSI
Approved as a REIT by the JSE
("Stor-Age" or the "Company")

SMALL RELATED PARTY TRANSACTION – CONSTRUCTION AND REFURBISHMENT SERVICES PROVIDED BY 
MADISON SQUARE HOLDINGS (PTY) LIMITED ("MSH")

Introduction and rationale

Since listing in November 2015 Stor-Age has from time-to-time entered into agreements with MSH in
relation to the provision by MSH of construction and refurbishment services (the "MSH Services"). The
financial extent of the MSH Services has been disclosed in all integrated annual reports published by
Stor-Age, and in SENS announcements of interim and final results. MSH is an associate of the
executive directors of the Company and is therefore deemed to be a related party to Stor-Age.

Furthermore, the executive directors are in the process of disposing of their interests in MSH to an MSH
staff trust in which the executive directors will have no interest. The disposal transaction is expected to
be completed by 31 March 2025.

The MSH Services assist the Company with the construction, refurbishment and expansion of its
property portfolio in line with its strategy. The construction techniques, skills set and processes, which
are specialist in nature and specific to the self storage industry, have been developed and refined by
MSH over the last 10 years. This ensures that a high quality and cost-effective service is provided to
the Company for the benefit of shareholders.

Details of the Agreements

This project comprises the extension of an existing Stor-Age Facility of approximately 4,457sqm over
four floors. The project is located in the Western Cape Province. In order to ensure compliance with the
JSE Listings Requirements, details of agreements entered into with MSH are required to be announced
if such agreements exceed a categorisation percentage of 0.25% of market capitalisation in a rolling
12-month period (the "Agreements"). In accordance with this requirement, the following Agreement
constitutes a Small Related Party transaction in terms of the JSE Listings Requirements as disclosed
below:

  Property       Value of            Key terms                     Effective date of payment
                 project
                                     Expansion to an existing      To be paid monthly in
  Parklands      R26 224 169.49      self-storage property         accordance with agreed
                                                                   contract draws

Payments are funded from existing facilities.

Categorisation and confirmation of market related terms

The non-executive directors provide confirmation to the JSE that the terms and conditions of all
Agreements entered into between Stor-Age and MSH for the provision of the MSH Services are market-
related, and that the procedures followed by the non-executive directors in reaching their conclusion
are acceptable. In order to ensure that the Agreements concluded with MSH are market related, the
Company employs the services of an independent third-party quantity surveyor to provide the necessary
guidance and assurance to the non-executive directors that the terms and conditions of the Agreements
for the provision of the MSH Services are in line with market-related terms and conditions for such
services. The non-executive directors rely on this independently procured assurance in order to assess
the terms and conditions of the Agreements, and to approve them.

The non-executive directors have confirmed to the JSE that the terms and conditions of the
Agreement referred to above are considered to be market-related after having received, inter alia, a
report from an independent third party quantity surveyor Messrs Rider Levett Bucknall dated 13
January 2025 in respect of the property (the "QS Report"). A copy of the non-executive directors'
resolution and the QS Report will be open for inspection for 28 days from the date hereof at the
registered office of the Company.


Cape Town
15 January 2025

Equity Sponsor
Investec Bank Limited

Debt Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 15-01-2025 05:15:00
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