Vukile Property Fund Limited (JSE:VKE) agreed to acquire Pan Africa Shopping Centre from Pan Africa Development Company Proprietary Limited for approximately ZAR 668.8795 million on July 28, 2022. The anticipated cash consideration for the acquisition, prior to the adjustments is ZAR 668.8795 million. The phase 1 purchase consideration is subject to adjustment based on the retail basic rental income included in the preliminary budget reflecting the agreed anticipated 12 month forward looking income and operating expenses for the period July 1, 2022 to June 30, 2023. The phase 2 purchase consideration is subject to adjustment based on the retail basic rental income included in the updated phase 2 budget . Within 90 business days after the phase 2 payment date, the parties will meet to determine if the actual basic retail rental income for phase 2 is higher or lower that the phase 2 retail basic rental income and the phase 2 final purchase consideration will be increased or reduced, as the case may be, by the difference divided by a 9.25% capitalization rate, subject to such adjusted purchase consideration not exceeding an amount of ZAR 350 million. The acquisition is subject to the fulfilment or waiver, as the case may be, of the following conditions precedent, the board of directors of the seller resolving to approve the conclusion and implementation of this acquisition within 7 business days of the signature date. The shareholders of seller passing a special resolution in terms of which the shareholders ratify the acquisition within 7 business days of the signature date. Vukile procuring finance for all or a portion of the purchase consideration in the form of bank funding.
The seller securing the required written consent from the COJ for the sale of the leasehold rights to Vukile within 120 days of the signature date. The Competition Commission or the Competition Tribunal, unconditionally approving the implementation of the acquisition within 90 days from the date of the fulfilment of the condition precedent. As of November 10, 2022, South Africa's Competition Tribunal approved the transaction.