DENEB INVESTMENTS LIMITED - Category 2 Disposal Announcement

Category 2 Disposal Announcement

DENEB INVESTMENTS LIMITED
Registration number: 2013/091290/06
(Incorporated in the Republic of South Africa)
JSE share code: DNB
ISIN: ZAE000197398
("Deneb" or the "Company")

CATEGORY 2 DISPOSAL ANNOUNCEMENT

1.   INTRODUCTION

     Shareholders are advised that on 13 October 2023, the Company, through its wholly-
     owned subsidiary, Sargas (Pty) Ltd ("Seller"), entered into an agreement ("Agreement")
     with Groforce Investments (Pty) Ltd (registration number 2022/826196/07) ("Purchaser")
     (beneficially owned by Zaid Yakoob Paruk) in terms of which the Seller will dispose of the
     properties situated at 40 Leicester Road, Mobeni West, Durban and described as Erf 434
     Mobeni, Registration Division FT, Province of KwaZulu Natal, in extent 8094 square
     meters and Erf 470 Mobeni, Registration Division FT Province of KwaZulu Natal, in extent
     8091 square meters, together with the existing lease agreement in respect thereof
     ("Properties"), to the Purchaser, as a going concern, for a disposal consideration of
     R65 000 000 ("Disposal Consideration") ("Disposal").


2.   RATIONALE FOR THE DISPOSAL

     The Properties are not considered core to the strategy of the Company.

3.   DISPOSAL CONSIDERATION

     The Disposal Consideration of R65 000 000 will be paid in cash by the Purchaser on the
     Transfer Date (as defined below).

4.   APPLICATION OF THE DISPOSAL CONSIDERATION

     The Disposal Consideration will be used to settle outstanding debt.

5.   EFFECTIVE DATE OF THE DISPOSAL

     The effective date of the Disposal will be the date of registration of transfer of the
     Properties into the name of the Purchaser ("Transfer Date"), which is anticipated as being
     on or about the end of February 2024.

6.   SIGNIFICANT TERMS OF THE AGREEMENT

     The Properties are sold on a voetstoots basis, with the Purchaser having conducted a
     due diligence investigation to its satisfaction.

     The Agreement requires the Seller to provide an ASIB certificate of compliance in respect
     of the sprinkler system installed in the buildings situated on the Properties by
     30 November 2023, failing which either party is entitled to cancel the Agreement on
     written notice to the other party.
     The transfer of the Properties to the Purchaser requires the consent of the city council in
     terms of the conditions of title contained in the deed of transfer for the Properties.

7.   FINANCIAL INFORMATION

     The value of the net assets comprising the Properties as at 31 March 2023, being the
     date of the last audited consolidated financial statements of the Company, was
     R65 700 000.

     The profit after tax attributable to the Properties for the year ended 31 March 2023, was
     R3 718 522, based on the management accounts of the property division of the Seller for
     the year ended 31 March 2023.

     The Company is satisfied with the quality of the relevant management accounts of the
     property division of Seller; however, shareholders are cautioned that they are unaudited.

8.   CLASSIFICATION OF THE DISPOSAL

     The Disposal constitutes a category 2 transaction in terms of the JSE Limited Listings
     Requirements.

Cape Town
13 October 2023

Sponsor
PSG Capital

Date: 13-10-2023 03:45:00
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