Acsion Limited Acsion Property Fund Limited - Roadshow presentation

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Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Acsion Limited
       Property Fund Limited

    Roadshow presentation

    November 2014
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Specialist commercial, retail and residential property developer and owner
At listing, Acsion will be South Africa’s only specialist commercial property developer and owner listed on the JSE

•   Access to superior annual NAV growth

        •   Dynamic and highly experienced management team with a proven 17 year track record

        •   Existing in-house developed property assets of R3.246 billion serves as an NAV underpin going forward

        •   Fully resourced internal team with intricate knowledge of all aspects of property development across its lifecycle including the
            identification and securing of large development opportunities, overview of design, planning, project management, capital
            raising, value engineering, leasing, asset management and property management of its developed assets

•   Existing known development assets (in various stages to realistion) and ongoing access to further development opportunities which
    are constantly being sourced

•   Subscribe to high standards of sustainable development practice

                                                      P 2 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Meet the team

                Kiriakos Anastasiadis                                         Pieter Scholtz
                Chief Executive Officer                                       Chief Financial Officer

                Dimitri Thomas                                                Yanni Anastasiadis
                                                                              Developments Director
                Leasing Director

                                    P 3 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Contents

                                                                                                                        Page
Introduction                                                                                                             5

Overview of Acsion Limited                                                                                               7

Overview of properties developed and owned by Acsion, current development assets and future development opportunities    13

 i. Internally developed and owned Properties                                                                            14

ii. Current development assets                                                                                           25

iii. Future development opportunities                                                                                    35

Operations                                                                                                               39

Governance and board composition                                                                                         43

Summary financial information                                                                                            47

Proposed Offer summary                                                                                                   53

Annexure I: Case study                                                                                                   57

Annexure II: Valuation considerations                                                                                    60

Annexure III: Contact details                                                                                            62

                                                   P 4 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Introduction
Acsion Property Fund Limited
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Introduction

•   Acsion Limited (“Acsion”) is finalising a primary listing (“Listing”) on the Johannesburg Stock Exchange (“JSE”) to create a platform to
    accelerate the Company’s growth objectives and provide new investors the opportunity to participate in a unique, high growth
    investment proposition

         •   Anticipated date of listing – Early December 2014

•   The Listing will be accompanied by an initial primary capital raise of up to R200 million to select institutional investors, invited investors
    and private clients of selected stock broking companies in South Africa (“Offer”)

•   The purpose of this presentation is to:

        •    Provide potential shareholders with the salient details of Acsion, the Listing and the Offer; and

         •   Secure commitments for the Offer

•   Salient dates:

    Opening of the Offer to secure commitments           Thursday, 20 November 2014
    Planned site visits                                  Friday, 21 November 2014 / Tuesday 25 November 2014
    Abridged pre-listing announcement                    Monday, 24 November 2014
    Pre-listing statement available                      Monday, 24 November 2014
    Closing of the Offer                                 Thursday, 27 November 2014
    Listing of Acsion on the JSE                         Monday, 8 December 2014

•   The information presented herein is confidential and should not be circulated to any third parties without the prior written consent of
    Acsion

                                                       P 6 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Acsion Limited
Overview of Acsion Limited
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Acsion at a glance
A highly experienced and successful property developer, the focus of which is to deliver superior NAV growth through
NAV uplift on completed properties, new developments completed and to a lesser extent, capital profits on property
developments completed for sale, and purchase of existing properties

    Properties developed and now owned and                                                                  Current development assets in various
               managed by Acsion                                                                                     stages of realistion
                  (mainly retail)                                                                             (to provide sectoral / geographic
                                                                                                                        diversification
                                                                                                            To retain:                          For sale:

                                                                                                                               Phase III & IV

Fully resourced internal development, asset                                                                  Ongoing access and review of further
         and property management                                                                             development opportunities to provide
•    Development management                                                                                 geographic and sectoral diversification
     • Due diligence, design overview, planning, life cycle
        costing, redevelopment opportunities
     • Value engineering, project management, delivery                                                  •   20,000m2 offices in Lusaka, Zambia
•    Asset management
     • Capital raising and finance                                                                      •   50,000m2 Mall@Maputo
     • Debt management
     • Planning, budgeting, asset acquisition or disposal                                               •   23,000m2 Mall@PietRetief
     • Management of day-to-day business activities
                                                                                                        •   8,000m2 Mall@Frankfort
•    Property management
     • Leasing and lease renewals                                                                       •   residential apartments in Sandton
     • Debt collection
     • Facility management
     • Tenant management

                                                              P 8 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
History and proven track record in the property sector
       Focused strategy to generate long-term sustainable capital growth
                                                                                                                                                                                         Complete current
                                                                                                                                                                Planning,                development pipeline
                                                                                                                                                                 development
                                                                                                                                                                 and                     Future development
                                                                                                                                                                 construction of          and acquisition
                                                                                         Mall@Emba                                                              Mall@Lebo                opportunities
                                                             Mall@Carnival               opens                                                                  commences                including sectoral and
                                                              phase I opens                                                                                                               geographic
            Moreleta           Mall@Reds                                               Mall@Reds             Mall@Reds                                      Mall@Reds                diversification outside
             Square phase I      phase I And II              Mall@Reds                   phase IV               phase V            Mall@Carnival               phase VI                 South Africa
             opens               opens                        phase III opens             opens                  opens               phase II opens              opens

                                                                                                                                                                                                    The
                 1999                2003                         2005                       2007                    2009                 2011                           2013
                                                                                                                                                                                                   future

    1997                      2002                      2004                       2006                     2008                   2010                       2012                      2014

 Acsion opens            Planning                Planning,               Planning,                                                                 Mall@Emba
  phase I of                                        development                                                                                                                  Construction of
                           development                                       development                                                                phase II
  Simarlo                                           and                                                                                                                           Mall@Carnival phase III & IV
                           and                                               and                                                                        opens
  Rainbow                  construction             construction of          construction of
                                                    Mall@Carnival                                                                                                                Construction of
                           of                                                Mall@Emba
 Planning,                                         commences                                                                                                                     Mall@Moutsiya
                           Mall@Reds                                         commences
  development              commences
  and                                              Anaprop                                                                                                                      Construction of Hyde Park
  construction                                      Property                                                                                                                      Terrace
  of Moreleta                                       Management
  Square                                            formed                                                                                                                       Mall@Lebo opens
  commences
                                                                                                                                                                                 Listing on the JSE

    1995

                                                                                                                                                                     1,622
                                                                                                                                                      1,374
 K Anastasiadis

                                                                                                                                           1,067
  completes first
  commercial

                                                                                                                                1,001

                                                                                                                                                                                               3,246
  property

                                                                                                                                                                                1,796
                                                                                                                          968
  development
                                                                                                              901
                                                                                       736

                                                                                                    706
                                                                          127
                                                                 80
                                                      49
                                            7
                        6

                                6
             6
   1

                                                                                    Total Assets (R’ millions)

                                                                                P 9 I Strictly private and confidential
Acsion Limited Acsion Property Fund Limited - Roadshow presentation
Unique investment proposition
Acsion’s strength and significant success to date has been due to the following factors

•   Focus on the continuous identification and delivery of capital enhancing development opportunities

•   Track record of successfully developing in both metropolitan and rural growth areas in a cost efficient manner

        •   In-house design overview, planning, development, project management, construction management, cost management, leasing
        •   Focus on value engineering, project redesign, cost efficiencies and very hands-on project management of new developments or
            redevelopments to deliver above average returns in line with upfront feasibility studies and bill of materials costing
        •   Intricate knowledge of every aspect of the process for construction, development and delivery of large scale property projects on
            time focusing on continuous improvement
        •   Total capital cost (including land) per GLA m2 for phase I and II of Mall@Carnival (72,338m2) of R5,133/m2
        •   Based on the latest valuation, total development profit per GLA m2 for phase I and II of Mall@Carnival (72,338m2) of
            R15,949/m2
        •   Refer to case study of Mall@Carnival in Annexure I
        •   Acsion’s most recent development (Mall@Lebo) was completed in 2014 at a cost of ± R6,500m2 compared to ± R10,000m2 –
            R12,000m2 for other developers

•   Established in-house property and asset management team to deliver continued capital uplift of developed assets

•   Focus on quality and functionality during construction and development phase as Acsion remains the owner and manager of its
    developments post completion. Carry out total life cycle costing to add value

•   Long standing relationships and support from financiers (banks), tenants (major national retailers, banks, franchises), municipalities and
    land owners

•   Subscribe to high standards of sustainable development practice

                                                     P 10 I Strictly private and confidential
Business strategy and vision
Strategy: as a property developer, Acsion’s focus is on superior NAV / capital growth versus traditional REITs

•    Acsion have increased NAV / capital by over 100% per annum over the last
                                                                                                           HISTORIC INCREASE IN NAV PER SHARE (EXCL. DEF TAX)
     ten years

•    Post listing, Acsion aims to maintain its superior annual NAV / capital growth            12.00
                                                                                                                                                                                                                              R10.70
     through the:
                                                                                               10.00                                                                                                                                 1.27

     i.     Expansion of Acsion’s existing investment properties:                               8.00
            •      Mall@Carnival phase III
            •      Mall@Emba phase III                                                          6.00                                                                                                              R4.38
            •      Mall@Lebo phase II                                                                                                                                                                        R3.51                   9.44
                                                                                                4.00
                                                                                                                                                                                                         R2.96 0.56 0.65
     ii.    Completion of Acsion’s current development assets (see pages 25-34)                                                                                                                               0.37

            •     Development@Benmore                                                           2.00
                                                                                                                                                                0.30   0.31    0.23    0.23    0.25    0.25
                                                                                                                                                                                                              2.58   2.95
                                                                                                                                                                                                                            3.73

            •     Mall@Moutsiya                                                                   -    -0.00
                                                                                                         -     -0.00
                                                                                                                 -     -0.00   -0.00   -0.00    0.01
                                                                                                                                               -0.00   0.00
                                                                                                                                                       0.05
                                                                                                                                                                1.15   1.08    1.41    1.52    1.69    1.76

            •     Mall@Ruimte
            •     Comerical@Ruimte                                                             -2.00
            •     Hyde Park Terrace
            •     Residential@Moutsiya                                                                                                 NAV (ex deferred tax and goodwill)              Deferred tax

     iii.   Realisation of the further development opportunities (see pages 35-38)                             CAGR OF 102.8% FROM FEB 2004 TO 30 SEPTEMBER 2014
     iv.    Annual net rental yield on Acsion’s existing investment properties
                                                                                                                        HISTORIC INCREASE IN OPERATING PROFIT
     v.     Continuous identification, evaluation and acquisition of property
            development opportunities within Acsion’s target first year development                                                                                                                                                214
            yield of 15% - 20% on completion
                                                                                                 200

•   Targets                                                                                                                                                                                                             157
                                                                                                 150
     i.     Maintain retail sector focus (± 75%)                                                                                                                                                                 132
                                                                                                                                                                                                          118

     ii.    Sectoral diversification into residential, industrial, commercial and                                                                                                         96
                                                                                                                                                                                                  90
                                                                                                 100
            student accommodation (± 25%)                                                                                                                                         77
                                                                                                                                                                          65
     iii.   Geographic diversification outside of South Africa into selected
                                                                                                  50                                                              35
            Southern African countries together with strong local partners (target of                                                                    25
            50% of portfolio)                                                                                                             4
                                                                                                                                                 15
                                                                                                           0     1       2       4
                                                                                                  -
     iv.    Through its network and founders heritage, Acsion is also exploring                        1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014
            potential opportunities in South Eastern Europe. A strategy is still being
            devised and will be subject to shareholder consultation                                                                                           Operating profit

                                                                                                                 CAGR OF 30.8% ON FROM FEB 2004 TO 28 FEB 2014

                                                                P 11 I Strictly private and confidential
Existing portfolio provides low risk returns, while development opportunities offer greater risk and returns

•   Acsion is constantly assessing all development opportunities and has the ability to adjust its strategy to respond to economic climate

•   This allows Acsion to scale back during a weak economic climate and accumulate development opportunities to position it to take
    advantage of turnarounds in the economy

                                               Higher risk development
                                                    opportunities

                                                          Dynamic strategy

                                                  Low risk completed
                                                Development Properties

                                                     P 12 I Strictly private and confidential
Overview of properties developed and owned by Acsion,
current development assets, and further development
  Acsion Property Fund Limited
opportunities
i.Acsion
     Properties
         Property
                developed
                  Fund Limited
                          and now owned by Acsion
Portfolio overview
Developed property portfolio: completed in-house by Acsion
                                                                                                                                                      Weighted
                                                                          Independent                                          WALE               average gross
Description           Sector               Location                                           GLA (m²)         Value per m²             Vacancy                    Age (yrs)
                                                                       valuation (R‘m)                                        (years)                   rate/m²
                                                                                                                                                             (R)

Mall@Carnival         Retail               Brakpan, Gauteng                        1,525         72,338             21,082       4.2      4.9%              145           9

Mall@Reds             Retail               Centurion, Gauteng                        820         53,423             15,349       4.1      5.0%              151          11

Mall@Emba             Retail               Embalenhle, Mpumalanga                    419         24,477             17,118       3.1      1.9%              131           7

Mall@Lebo             Retail               Lebowakgomo, Limpopo                      314         23,664             13,269       7.3      1.3%              115          0.5

Moreleta Square       Retail               Moreleta Park, Gauteng                    136           8,507            15,987       4.8      3.2%              131          14

                      Light industrial /
Simarlo Park                               Centurion, Gauteng                         32           6,007              5,337      2.0      16.2%              63          17
                      commercial

Developed portfolio                                                                3,246        188,416             17,229       4.4       4.4%

                                                                    P 15 I Strictly private and confidential
1. Mall@Carnival: Dalpark, Brakpan
Cnr Heidelberg & Airport Roads, Dalpark Ext 5, Brakpan

                    Investment highlights and tenant profile                                                                Photographs of the property

•   Well located regional mall on N17 highway
•   Excellent access to catchment area on N17, Heidelberg Rd and Airport Rd
•   Uniquely positioned opposite Carnival City
•   Primary catchment area of approximately 100,000 households
•   Located in established middle to upper income area
•   Strong underpin by 96% national tenants
•   Additional bulk rights available for future expansion (214,749 m 2 total rights)
                               4%
                       17%
                                                          Large national, large listed, major franchises

                                                          National, listed, franchises, professional firms

                                                          Other
                                       79%

Property overview
Sector                                                                                 Retail
GLA                                                                                72,338m2
WALE (by GLA)                                                                      4.2 years
Age of building                                                 9 years (Phase II – 3 years)
Occupancy*                                                                            95.1%
Trading density per m2                                                            R2,715/m2
Average footfall per month                                                          750,000
                                           Checkers Hyper (11.9%), Pick n Pay (7.2%), Edcon
Major tenants
                                             Group (7.1%), Game (7.1%), Woolworths (3.9%)
Salient valuation metrics
Independent market valuation                                                               R1,525m
R/m²                                                                                    R 21,082/m2
Weighted average gross rental per m 2                                                      R145/m2
Forward net property income to 30/11/2015                                              R115,182,563
Forward yield: 12 months to 30/11/2015                                                        7.55%
Weighted average escalation                                                                    7.9%
* Vacancy of 4.9% comprised of 3.0% of space let to be filled shortly due to expanding / rearranging
tenants, 0.7% planned vacancy for phase III expansion and 1.2% actual vacancy

                                                                                 P 16 I Strictly private and confidential
2. Mall@Reds: Rooihuiskraal, Centurion
Cnr Rooihuiskraal & Hendrik Verwoerd Drive, Rooihuiskraal Ext 15, Centurion

                    Investment highlights and tenant profile                                                                Photographs of the property

• Established regional shopping centre based in the heart of Rooihuiskraal,
  Centurion on a main arterial route
• Dense, fast-growing medium to high income residential area
• Strong underpin by 93% national tenant base
• Attractive WALE profile

                              7%

                      17%                                 Large national, large listed, major franchises

                                                          National, listed, franchises, professional firms

                                                          Other
                                        76%

Property overview
Sector                                                                                    Retail
GLA                                                                                  53,423m²
WALE (by GLA)                                                                         4.1 years
Age of building                                  11 years (Refer to page 9 for various phases)
Occupancy*                                                                               95.0%
Trading density per m2                                                              R2,363/m²
Average footfall per month                                                             380,000
                                             Pick n Pay (11.1%), Game (10.1%), Edcon Group
Major tenants
                                              (9.6%), Woolworths (6.9%), Virgin Active (6.8%)
Salient valuation metrics
Independent market valuation                                                                 R820m
R/m²                                                                                     R15,349/m²
Weighted average gross rental per m 2                                                      R151/m²
Forward net property income to 30/11/2015                                               R76,747,754
Forward yield: 12 months to 30/11/2015                                                        9.36%
Weighted average in force escalation                                                           7.8%
* Vacancies of 5.0% (due to reorganisation of tenants due to the leasing strategy)

                                                                                 P 17 I Strictly private and confidential
3. Mall@Emba: eMbalenhle, Mpumalanga
Cnr eMbalenhle Avenue & Old Provincial Road, eMbalenhle, Mpumalanga

                 Investment highlights and tenant profile                                                         Photographs of the property

• Only formal retail offering in its primary catchment area with approximately
  300,000 residents - primary employer in the area is Sasol
• Risk of competing development very limited given constraints on availability
  of electricity
• Located adjacent to main taxi rank and transport node
• Nearest mall in the Secunda CBD is approximately 15km away, costing
  approximately R20 to travel by taxi

                     20%
                                                Large national, large listed, major franchises

                                                National, listed, franchises, professional firms
                 13%
                                   67%          Other

Property overview
Sector                                                                           Retail
GLA                                                                          24,477m2
WALE (by GLA)                                                                3.1 years
Age of building                                           7 years (Phase II – 2 years)
Occupancy                                                                       98.1%
Trading density per m2                                                      R2,645/m2
Average footfall per month                                                    500,000
                                  Shoprite (12.5%), Pick n Pay (11.3%), Edcon Group
Major tenants
                                                           (7.7%), Illiad Group (4.7%)
Salient valuation metrics
Independent market valuation                                                       R419m
R/m²                                                                           R17,118/m2
Weighted average gross rental per m 2                                            R131/m2
Forward net property income to 30/11/2015                                     R32,905,624
Forward yield: 12 months to 30/11/2015                                              7.85%
Weighted average escalation                                                          8.2%

                                                                       P 18 I Strictly private and confidential
4. Mall@Lebo: Lebowakgomo, Limpopo
Cnr R513 & R 579, Lebowakgomo, Limpopo

                 Investment highlights and tenant profile                                                         Photographs of the property

• Only major retail offering within a 50km radius catering for approximately
  300,000 residents in its primary catchment area
• Strong underpin by national tenants with long lease expiry profile
• Adjacent to municipal taxi rank and complimentary informal retail offering
• 93% national tenants, with anchor tenants making up 55.7% by GLA (10
  year leases)

                          7%
                     9%
                                                Large national, large listed, major franchises

                                                National, listed, franchises, professional firms

                                                Other
                               84%

Property overview
Sector                                                                         Retail
GLA                                                                        23,664m2
WALE (by GLA)                                                              7.3 years
Age of building                                                            0.5 years
Occupancy                                                                     98.7%
Trading density                                                                  n/a
Average footfall per month                                                   400,000
                                     Game (16.8%), Spar (15.8%), Pick n Pay (12.8%),
Major tenants
                                        Edcon Group (10.3%), Foschini Group (5.9%)
Salient valuation metrics
Independent market valuation                                                       R314m
R/m²                                                                           R13,269/m2
Weighted average gross rental per m2                                             R115/m2
Forward net property income to 30/11/2015                                     R28,126,584
Forward yield: 12 months to 30/11/2015                                              8.96%
Weighted average escalation                                                          7.8%

                                                                       P 19 I Strictly private and confidential
5. Moreleta Square: Moreleta Park, City of Tshwane
Cnr Garsfontien & Rubenstein St, Moreleta Park, Pretoria

                Investment highlights and tenant profile                                                           Photographs of the property

• Long lease expiry underpinned by national tenant
• Well-established community shopping centre in the Moreleta Park node
• Established convenience node

                                                 Large national, large listed, major franchises
                 41%
                                    45%
                                                 National, listed, franchises, professional firms

                                                 Other

                         14%

Property overview
Sector                                                                           Retail
GLA                                                                           8,507m2
WALE (by GLA)                                                                4.8 years
Age of building                                             14 years (Renovated 2012)
Occupancy                                                                       96.8%
Trading density per m2                                                              n/a
Average footfall per month                                                          n/a
Major tenants                             Spar (44.5%), Eric Barnard Furnishers (6.0%)
Salient valuation metrics
Independent market valuation                                                        R136m
R/m²                                                                            R15,987/m2
Weighted average gross rental per m 2                                             R137/m2
Forward net property income to 30/11/2015                                      R12,282,415
Forward yield: 12 months to 30/11/2015                                              9.03%
Weighted average escalation                                                          8.7%

                                                                        P 20 I Strictly private and confidential
6. Simarlo: Hennopspark, Centurion
Cnr Jakaranda & Edward Str, Hennopspark, Centurion

                    Investment highlights and tenant profile                                                                Photographs of the property

• Close proximity to N14 freeway and Hendrik Verwoerd Drive
• Suitable for vehicle workshops, distribution and light industrial use
• Each unit comprises office space with adjoining workshop and storage

                                       25%

                                                         National, listed, franchises, professional firms

                                                         Other
                        75%

Property overview
30 sectional title units of which 27 are owned by Acsion
Sector                                                        Light industrial / commercial
GLA                                                                                 6,007m2
Tenancy                                                                      Multi-tenanted
WALE (by GLA)                                                                      2.0 years
Age of building                                                                    17 years
Occupancy *                                                                           83.8%
Trading density per m2                                                                   n/a
Major tenants                      Car Service Centurion (8.7%), Regal Distributors (7.0%)
Salient terms of the property value
Independent market valuation                                                        R32.3m
Value / m²                                                                        R5,377/m2
Weighted average gross rental per m 2                                                R63/m2
Forward net property income to 30/11/2015                                        R2,921,879
Forward yield: 12 months to 30/11/2015                                                9.05%
Weighted average escalation                                                            9.0%
* General vacancy of an average of 3 out of 27 units at any one time

                                                                                 P 21 I Strictly private and confidential
Portfolio profile: Sector and geographic summary

                Sector profile by revenue                                                          Sector profile by GLA

                     1%                                                                            3%
                                                                                           26%

                                              Light industrial                                                               Light industrial
                                                                                                                             Retail - metropolitan
                                              Retail
                                                                                                                             Retail - rural

                                                                                                        71%
                  99%

              Geographic profile by revenue                                                      Geographic profile by GLA

               11%                                                                               13%

        13%
                                                 Gauteng                                   13%                                      Gauteng
                                                 Mpumalanga                                                                         Mpumalanga
                                                 Limpopo                                                                            Limpopo

                          76%                                                                              74%

                                                P 22 I Strictly private and confidential
Portfolio profile: Tenant profile

                            Tenant profile by revenue                                                                     Tenant profile by GLA

                   17%                                                                                              11%
                                                           Large national, large                                                                     Large national, large
                                                           listed, major franchises                                                                  listed, major franchises
                                                                                                              15%
                                                           National, listed,                                                                         National, listed,
                                                           franchises, professional                                                                  franchises, professional
            22%                                            firms                                                                                     firms
                                         61%
                                                           Other                                                                                     Other
                                                                                                                                74%

•   Large national, large listed, major franchises:

•   Large national tenants, large listed tenants and major franchises, including, inter alia, Shoprite, Checkers, Woolworths, Capitec, Nedbank, Pepkor, Pick ‘n Pay, Standard
    Bank, Absa Bank, FNB, Game / Massmart, OK Furnishers, Jet Stores, Edgars, Foschini, Truworths, HiFi Corp, Dischem

•   National, listed, franchises, professional firms

•   National tenants, listed tenants, franchises and medium to large professional firms, including, inter alia, Steers, KFC, Nandos, Spur, Mugg & Bean, Wimpy, Ocean
    Basket, McDonalds

•   Other

                                                                   P 23 I Strictly private and confidential
Lease expiry profile, rental escalations, gross rental

                      Lease expiry profile by GLA                                                                            Lease expiry profile by gross rental

45.0%                                                                            42.6%                   35.0%
                                                            52.5% post                                                                                            39.7% post    30.7%
40.0%
                                                             Feb 2018                                    30.0%                                                     Feb 2018
35.0%
                                                                                                         25.0%
30.0%                                                                                                                                     21.0%
                                                                                                                                                         19.8%
25.0%                                                                                                    20.0%                 16.6%
20.0%                                              17.6%
                                    15.6%                                                                15.0%
15.0%                12.1%                                                                                                                                             9.0%
                                                                   9.9%                                  10.0%
10.0%
                                                                                                          5.0%      2.9%
5.0%       2.2%
0.0%                                                                                                      0.0%
          Feb-15     Feb-16      Feb-17            Feb-18         Feb-19       After Feb                            Feb-15     Feb-16    Feb-17          Feb-18       Feb-19   After Feb
                                                                                 2019                                                                                            2019

                         Gross rental per m2 (Rand)                                                                                 Average escalations

160                151
          145                                                                                          9.0%
                                                                                   138                                                            7.9%
140                           131                       131                                            8.0%
                                            115                                                        7.0%
120

100                                                                                                    6.0%
                                                                                                       5.0%
 80
                                                                         63                            4.0%
 60
                                                                                                       3.0%
 40
                                                                                                       2.0%
 20                                                                                                    1.0%
 -                                                                                                     0.0%
        Carnival   Reds       Emba          Lebo     Moreleta       Simarlo      Acsion                                                            1
                                                                                                                                                  Acsion

                                                                         P 24 I Strictly private and confidential
Acsion
ii. Current
        Property
            development
                 Fund Limited
                         assets
Current development assets
The existing development assets provide further scale and sectoral and geographic diversification together with
NAV / capital uplift as the developments are completed

                                                                                     Construction start             Estimated
Description                    Status                   Use                                                                      Total GLA (m2)   Committed tenants
                                                                                                  date         completion date

Expansion of existing retail
Mall@Carnival Phase III        Under construction       Retail                                   Aug -14               Oct -15          17,840             The Hub
                                                                                                                                                   Westpack Lifestyle
Brakpan, Gauteng                                                                                                                                       JAM Clothing

New developments
Development@ Benmore           Planning, leasing and    Student housing &                            Jul -15           Mar -17          56,701                      -
                               design                   Mixed use – high
Benmore, Gauteng                                        rise

Mall@Moutsiya                  Planning , leasing and   Retail                                       Nov-14             Oct-15          13,544            Choppies
                               design                                                                                                                       Nizams
Walkraal, Limpopo                                                                                                                                         Cashbuild
                                                                                                                                                          Pharmacy
                                                                                                                                                        Optometrist
                                                                                                                                                      Medical Suites
                                                                                                                                                       Fish & Chips
                                                                                                                                                         Hair Salon

Mall@Ruimte Phase I            Planning and leasing     Convenience retail                       Mar -15               Mar -16          16,925                      -

Monavoni, Gauteng

                                                          P 26 I Strictly private and confidential
Current development assets (continued)
The existing development assets provide further scale and sectoral and geographic diversification together with
NAV / capital uplift as the developments are completed

                                                                          Construction start             Estimated    Total GLA (m2)       Committed tenants
Description            Status                Use
                                                                                       date         completion date           / units

New developments
Commercial@ Ruimte     Planning              Big box commercial                           Jun -15           Jun -16           15,000                           -
                                             & specialised retail
Monavoni, Gauteng

Held for sale
Hyde Park Terrace      Under construction   Residential                               Jan - 14              Feb- 15   12 units and 27   Offers to purchase for 4
                                                                                                                               stands                    stands
Hyde Park, Gauteng

Residential@Moutsiya   Planning             Residential                                       n/a               n/a         514 units                          -

Walkraal, Limpopo

                                               P 27 I Strictly private and confidential
1. Mall@Carnival Phase III
Cnr Heidelberg & Airport Roads, Dalpark Ext 5, Brakpan

                              Investment highlights                                                         Location of the development

• Tenant driven expansion comprising a combination of new tenants and
  expanding existing tenants

• Entrenches Mall@Carnival’s position as the preferred one stop retail and
  services destination for its primary catchment area - Brakpan, Benoni,
  Springs, Boksburg and Germiston

  •          Recent shopper survey prepared by Dirk Prinsloo identified increased
             support for Mall@Carnival from Boksburg, Springs and the rest of the
             East Rand. Monthly support for the mall is much higher than East
             Rand Mall, Lakeside Mall and Eastgate from this catchment area

• Substantial portion of shoppers in LSM 6 – 10+:

  •          LSM 9 forms the majority of shoppers
  •          36% of shoppers in the LSM 10/10+ category

• Increases Mall@Carnival’s profile to a dominant regional shopping centre

• Expected NAV uplift per GLA m2 of R10,191 before any anticipated cap rate
  compression is taken into account

Development overview

Start date                                                                  Aug -14

Completion date                                                              Sep-15

Total anticipated GLA                                                         17,840

Total capital cost (R'm)                                                       155.2

Capital cost per GLA m2                                                    8,700 /m2

Estimated average rental / m 2                                                   130

                                                                 P 28 I Strictly private and confidential
2. Benmore student housing and mixed-use high rise development
Benmore, Gauteng

                              Investment highlights                                                          Location of the development

• Total land size of approximately 1 ha in the heart of Sandton’s densely
  populated, ultra high-income residential Benmore node. Close proximity to
  South Africa’s “golden mile”, the Sandton City district

• Acsion is awaiting the subdivision of the land before registration can take
  place

• Applied for rights of up to 70,000m2. Awaiting approval however no
  objections to rights application were received

• Earmarked for student accommodation and mixed-use high-rise
  development

   •      Property is located adjacent to Crawford College Benmore and close
          proximity to Varsity College Benmore

   •      Scarcity of land for new high-rise developments in Sandton

• Development is in line with Acsion’s vision of sectoral diversification into
  residential and mixed-use property developments

• Engineering services assessment and traffic impact assessment completed
  and approved by the council with anticipated construction start date of March
  2015

Development overview

Anticipated start date                                                        Mar-15

Anticipated completion date                                                   Mar-17

Total anticipated GLA                                                          56,107

Estimated total capital cost (R‘m)                                               1,245

Estimated capital cost per GLA m2                                         22,186 /m2

                                                                  P 29 I Strictly private and confidential
3. Mall@Moutsiya
Cnr R568 & R573, Walkraal, Limpopo

                              Investment highlights                                                          Location of the development

• Highly visible and easily accessible location with direct thoroughfare onto the
  Moloto Road, a major regional arterial road through the Elias Motsoaledi
  municipality in Limpopo

• Primary catchment market consists of approximately 136,000 people and
  secondary catchment market consists of approximately 396,000 people (Feb
  2009 Demacon Study)

• Phase I of the development will comprise a 12,244m 2 of retail offering, as
  well as a 1,300m2 petrol station

Development overview

Anticipated start date                                                         Jan-15

Anticipated completion date                                                   Nov-15

                                                                  mall         12,244
Total anticipated GLA                                   petrol station          1,300
                                                                  mall           84.6
Estimated total capital cost (R‘m)                      petrol station             9.0
                                                                  mall      6,923 /m2
Estimated capital cost per GLA m2                       petrol station      7,769 /m2
                                                                   mall        102.33
Estimated average rental / m 2                           petrol station        119.23

                                                                  P 30 I Strictly private and confidential
4. Mall@Ruimte Phase I
Cnr R55 & Marais Road, just off the N14 Freeway, Monavoni, Gauteng

                                Investment highlights                                                       Location of the development

• Located on an extremely busy arterial route accessible from the N14 freeway
  and the R55 – nearby petrol station sells 1 million litres of fuel a month

• Phase I development to comprise 16,925m 2

• Ideal for a value / convenience / lifestyle centre which is under-represented
  in the Monavoni area with the closest convenience/value offering over 7km
  away

  •       Convenience offering will be complimentary to Forrest Hill offering

• Development will be tenant driven

• Offering will also include drive through fast food

Development overview

Anticipated start date                                                         Mar-15

Anticipated completion date                                                    Apr-16

Total anticipated GLA                                                          16,925

Estimated total capital cost (R' m)                                             139.7

Estimated capital cost per GLA m2                                         8,256 /m2

Estimated average rental / m2                                                  125.00

                                                                 P 31 I Strictly private and confidential
5. Commercial@Ruimte
Cnr R55 & Marais Road, just off the N14 Freeway, Monavoni, Gauteng

                                Investment highlights                                                       Location of the development

• Located on an extremely busy arterial route accessible from the N14freeway
  and the R55 – nearby petrol station sells 1 million litres of petrol per month

• Phase 1 development to comprise 15,000m 2

• Rights have been obtained for specialised commercial and retail, and
  offering will include retail vehicle showrooms and big box value offering

• Vehicle showroom and value offering will be complementary to Forest Hill
  offering

Development overview

Anticipated start date                                                       Mar-15

Anticipated completion date                                                   Apr-16

Total anticipated GLA                                                         15,000

Estimated total capital cost (R' m)                                             85.0

Estimated capital cost per GLA m2                                         5,667 /m2

Estimated average rental / m2                                                      90

                                                                 P 32 I Strictly private and confidential
6. Hyde Park Terrace
56 on First Road, Hyde Park, Gauteng

                                Investment highlights                                                                 Location of the development

• High-end residential development in the heart of one of Sandton’s most
  exclusive areas

• Total land size of 2.5 ha

• 500m away from Hyde Park shopping centre

• Development opportunity: 39 units of approximately 350-540m2 under roof, 4-
  5 bedrooms

  •          3 units to be completed by November 2014, 9 completed by February
             2015
  •          4 offers to purchase, 23 stands remaining to be sold with building
             packages or vacant land

• Significant appetite based on initial marketing and sales

• Growing demand for luxury residential properties in close proximity to
  Sandton CBD driven by rising living standards

• Completed 4-5 bedroom units starting from R6.5 million

• 12 units and 27 stands

Development overview

Start date                                                                       Jan-14

Completion date                                                                  Jun-15

Estimated capital cost (R' m)                                                         84

Estimated development profit from sale (R' m)                                       9.6*

      * Estimated at 1 Nov 2014, subsequent sales have been strong, estimated profit revised upwards to R28 million

                                                                     P 33 I Strictly private and confidential
7. Residential@Moutsiya
Walkraal, Limpopo

                              Investment highlights

•   Total land size of 40 ha

•   Partnership with local residents and the local municipality to approach
    prospective buyers with access to housing subsidies from the Department
    of Human Settlements

•   Proclamation of land at final stages with all services (water, sewage and
    electricity) already secured

•   Plans to build up to 514 residential units for sale supported by shortage of
    affordable housing in the Moutsiya area

Development overview

Anticipated start date                                                           n/a

Anticipated completion date                                                      n/a

                                                                 P 34 I Strictly private and confidential
Acsion
iii. Further
         Property
             development
                  Fund Limited
                         opportunities

The value to be derived from these developments, and other future development opportunities, is not included
in the tangible NAV of Acsion and has been reflected in the value of goodwill as shown on the Acsion balance
sheet
1. Mall@Maputo
Circular de Maputo, Maputo (adjacent to the Stadium and University)

                              Investment highlights                                                        Location of the development

• Located in northern Maputo and adjacent to the main Maputo ring road, with
  a total land size of 8.9 ha

• Memorandum of Understanding signed with Mozambican Ministry of Sport to
  develop a 50,000m2 shopping centre – agreement to be finalised

• Effective holding of 85%, with 15% held by local partners (9% Mozambique
  Ministry of Sport, 2% Municipality of Maputo, 4% private holders)

• Development to be completed in partnership with a reputable local
  Mozambican partner

• Development in line with Acsion’s vision of geographic diversification into
  sub-Saharan retail
• As per Dirk Prinsloo study, there are 125 000 households in the primary
  trade area, which is expected to increase to 140 000 by 2020, and there is
  limited formal retail supply in the northern sector of Maputo - support for
  46 275m2 of retail in the primary and secondary catchment area
• Interest has been received from SA national retailers looking to expand their
  footprint into Maputo

Development overview

Anticipated start date                                                       Jul-15

Anticipated completion date                                                 Nov-16

Total anticipated GLA                                                       50,000

Estimated total capital cost (R‘m)                                              832

Estimated capital cost per GLA m 2                                     16,640 /m2

Estimated average rental / m 2                                                  276

                                                                P 36 I Strictly private and confidential
2. Offices@Lusaka                                                                               3. 101 on the Park
Lusaka, Zambia                                                                                  Katherine Street, Sandton

                              Investment highlights                                                                            Investment highlights

•   Strong African economy with limited available infrastructure for                            •   Demand for high quality residential accommodation in the heart of Sandton
    multinational companies
                                                                                                •   Opportunity to enter into a joint venture with Francois Basson, the
•   Site located in close proximity to Manda Hill Shopping Mall and next to                         co-developer of Sandton’s high profile Emperor and Regent residential
    Standard Chartered Lusaka offices                                                               developments in Sandton, who has secured an option to acquire the land
                                                                                                    parcel at 101 on Katherine Street
•   Negotiations with a local land owner to co-develop up to 20,000m2 of office
    space underway                                                                              •   Co-development alongside an experienced residential developer to bolster
                                                                                                    Acsion’s development expertise in the residential property sector
•   Preliminary marketing in process with strong interest for tenancy by multi-
    nationals                                                                                   •   Development is anticipated to comprise 240 residential units with a total
                                                                                                    GLA of 15,870 m2

Development overview                                                                            Development overview

Anticipated start date                                                          n/a             Anticipated start date                                                          n/a

Anticipated completion date                                                     n/a             Anticiipated completion date                                                    n/a

                                                                P 37 I Strictly private and confidential
4. Mall@PietRetief
Corner N2 and Brand Street, Piet Retief, Mpumalanga

                              Investment highlights

•   Ideally located to cater for primary Piet Retief catchment area as well as
    secondary catchment areas of Retiefville, Kempville, Harmony Park and
    Ethandakhukanya given limited formal retail offerings in these areas

•   Site is ideally located outside of Piet Retief CBD and along the N2 as a
    convenient one-stop alternative for CBD shoppers

•   Existing main taxi rank 130m from proposed development site

•   Highly visible on the N2 – exposure to high traffic volumes with many of the
    residents of the secondary catchment area travelling via the N2 to the Piet
    Retief CBD

•   Fernridge study to support the first phase development of up to 25,000m2
    shopping centre

Development overview

Anticipated start date                                                           n/a

Anticipated completion date                                                      n/a

                                                                 P 38 I Strictly private and confidential
Acsion Property Fund Limited
Operations
Management
The Acsion team

         Kiriakos Anastasiadis – Chief Executive Officer (61)

         • Kiriakos is the founder and managing director of Acsion and the Development Company
         • Visionary for the future growth strategy of the group both locally and abroad
         • Kiriakos holds a MSc in Structural Engineering and is a registered Professional Engineer, with over 36 years’ experience in construction and property
           development

         Pieter Scholtz – Chief Financial Officer (38)

         • Pieter joined the group in 2010 as financial manager. He holds a CA (SA) M.Com (Tax) from the University of Johannesburg
         • Completed his articles at Deloitte & Touche in 1999 after which he joined Standard Corporate Merchant Bank in 2000 as an equities analyst
         • Pieter later managed the operational side of the link investment services platform at Stanlib before moving to the financial advisory services division of
           Standard Bank. He joined BDO Spencer Steward in 2008 where the majority of his clients were property based, and where he gained valuable
           experience within the property sector

         Yanni Anastasiadis – Developments Director (31)

         • Yanni heads up New Business Developments and Project Management of the group, where he is responsible for driving the construction and
           development projects and ensuring feasibilities and budgets are achieved
         • He holds a BSc (Hons) in Construction Management (Oxford Brooks University, England) and has experience working in construction both in South
           Africa and abroad
         • Since joining the group, Yanni has managed the development of ±120 000m2 of new retail space

         Dimitri Thomas – Leasing Director (38)

         • Dimitri has been with Acsion since 2004
         • He holds a BSc in Electrical Engineering from the University of Witwatersrand, and heads up the leasing and development function at the group, where
           he is responsible for driving key negotiations with all tenants, conceptualizing tenant mix and layout design, planning and implementing strategies to
           maximize investment performance of the existing ±190 000m2 portfolio, as well as growth of the portfolio
         • He has extensive experience in all aspects of property development, management and market trends, and has several years of retail industry experience

                                                         P 40 I Strictly private and confidential
Management
Reporting structure

                                                                  Chief Executive Officer
                                                                   Kiriakos Anastasiadis

                                         Developments Director                                          Leasing Director
 Chief Financial Officer                                                                                                               Portfolio Manager
                                          (major subsidiaries)                                        (major subsidiaries)
     Pieter Scholtz                                                                                                                      Gavin Balsdon
                                           Yanni Anastasiadis                                            Dimitri Thomas

                                          Development support
                                                                                                                                      Portfolio management
 Financial support team                    team consisting of 1                                   Leasing support team
                                                                                                                                    support team consisting of
 consisting of 10 people                  person + construction                                   consisting of 8 people
                                                                                                                                            18 people
                                              project teams

* All property and asset management activities are supported by MDA property system
** As Acsion grows, it will bulk-up its staff complement and will look to establish in-country offices as it expands into Southern Africa

                                                           P 41 I Strictly private and confidential
Debt management

                                                                                      30-Aug-2014

Gearing1                                                                                         7.0%
Fixed portion of debt                                                                              0%
Weighted average cost of finance2                                                                7.4%
Weighted average maturity3                                                                 7.0 years
Gearing limit                                                                                     45%

                           Maturity profile of debt                                                                          Debt providers

                                  16%                                                                           21%

                                                             1 - 5 years                                                                                        Investec Bank
                                                             5 years and longer                                                                                 Nedbank

                                                                                                                                    79%
                  84%

1.   Gearing ratio: total external interest bearing debt divided by total developed property assets at 30 August 2014
2.   Weighted average cost of finance includes the facility advanced by Investec Bank Limited at a current rate of prime less 200 basis points. Pursuant to the listing,
     Investec and Acsion have agreed that Investec will re-price the Investec facility to prime less 100 basis points if Acsion has not settled the facility within 12 months of
     listing. Acsion is in the process of obtaining additional facilities
3.   The weighted average maturity of Acsion’s borrowings will change if Acsion chooses to re-finance its facilities with Investec Bank Limited as set out in point 2 above

                                                                 P 42 I Strictly private and confidential
Acsion Property
Governance  andFund
                boardLimited
                      composition
Governance

•   The board will consist of 6 members, two of whom are Executive Directors, with the remaining four members being Independent Non-Executive
    Directors

•   The board will comply fully with the King III Code of Governance for South Africa 2009 (King III)

•   The board is well balanced, and consists of members with:

         •   prior property experience and knowledge;
         •   excellent understanding of technical accounting and audit related issues;
         •   prior listed board experience; and
         •   vast commercial knowledge and experience

•   Executive Directors

         •   Kiriakos Anastasiadis (Chief Executive Officer)
         •   Pieter Scholtz (Chief Financial Officer)

•   Independent Non-Executive Directors

         •   Sonja Griesel (Audit and risk committee)
         •   Thabani Jali (Remuneration committee)
         •   Dr Phetole David Sekete (Social and ethics committee)
         •   David Green (Chairman and Investment committee)

                                                          P 44 I Strictly private and confidential
Governance

      David Green
      BA LLB (University of the Free State)

      David is an admitted Advocate in the Supreme Court of South Africa. He has been chairman of the SA Listed Property Association, and was the founding
      chairman of the Rosebank Business Improvement District.

      He was chairman of the SAPOA convention committee from 2010-present, and is currently a SAPOA board member.

      David brings a wealth of property experience to the Acsion board, and will be the board’s first Chairman as well as chairing the Acsion Investment Committee.

      Thabani Jali
      BA (Fort Hare), LLB (Natal University), LLM (Tulane University, USA)

      Judge Jali joined the Nedbank Group in October 2011 as the Group Executive responsible for Governance, Compliance, Sustainability and Nedbank Editorial
      and Language Services. Prior to joining Nedbank, Jali had over 20 years’ experience in the legal profession as an Attorney, Mediator, Arbitrator and later as a
      Deputy Judge President of the High Court.

      Thabani will chair the Nomination and Remuneration committee.

                                                     P 45 I Strictly private and confidential
Governance

      Sonja Griesel
      CA(SA), B.Com (University of the Free State), B.Compt. (Hons.) (University of South Africa), M.Com. (Accounting) (University of Johannesburg)

      Sonja has lectured Financial Accounting, Auditing and Tax at the Central University of Technology (Free State) from 1985 until 1987, after which she was a
      senior lecturer in Financial Accounting at the University of Johannesburg until 1999.
      From 1999 until 2007, she was an associate professor and head of Applied Financial Accounting and Advanced Financial Accounting at the University of
      South Africa. From 2007 until 2011 she was a senior lecturer at the University of Pretoria. Sonja has over 25 years of academic experience in accounting and
      audit related subjects.

      Sonja will chair the Audit and Risk Committee.

      Dr Phetole David Sekete
      BSc (Uni. North) MBchB (Natal) MSc Med (Wits)

      Dr Sekete is a graduate of Turfloop, University of Natal, and the University of the Witwatersrand.
      He has been director of Meditech (8 years), Buhle Waste (17 years), Liseko (9 years) and several subsidiaries of the Acsion group for 7 years.
      He has been a medical practitioner for the last 30 years.

      Dr Sekete will chair the Social and Ethics committee.

                                                       P 46 I Strictly private and confidential
Acsion Property
Summary  financial
                Fund
                   information
                       Limited
Forecast statement of comprehensive income

                                                                                                                4 Months ending 2015                   12 Months ending 2016

Revenue                                                                                                                          144,368,299                                 448,165,290
Rendering of services                                                                                                                 32,000                                      83,200
Rental Income                                                                                                                    106,269,100                                 334,630,195
Interest received (trading)                                                                                                          214,127                                     478,485
Lease accrual                                                                                                                      3,611,829                                   2,173,138
Utility recoveries                                                                                                                34,241,243                                 110,800,272

Other income                                                                                                                        1,952,252                                   6,095,408
Rental income                                                                                                                         963,683                                   2,925,988
Recoveries                                                                                                                            698,541                                   2,167,818
Other income                                                                                                                          245,228                                     520,953
Interest received                                                                                                                      44,800                                     480,649

Expenses                                                                                                                         (66,113,965)                              (191,973,302)
Depreciation                                                                                                                      (9,613,004)                               (28,839,011)
Rates and taxes                                                                                                                   (9,994,713)                               (32,083,553)
Electricity                                                                                                                      (21,433,029)                               (70,910,233)
Other                                                                                                                            (25,073,219)                               (60,140,505)

Operating profit                                                                                                                   80,206,586                               262,287,396
Fair value adjustments                                                                                                                      -                               139,700,000
Finance costs                                                                                                                     (7,047,626)                               (65,127,450)
Profit before taxation                                                                                                             73,158,960                               336,859,946
Taxation (including deferred taxation)                                                                                           (27,966,279)                               (77,683,004)
Profit for the year                                                                                                                45,192,681                               259,176,942

 * Forecast income statements as presented reflect forecasts for the Developed Investment Properties only. No forecast income / expense has been included for the Current Development
 Assets and
   the Future Development Opportunities

                                                                     P 48 I Strictly private and confidential
Key assumptions for statement of comprehensive income

•   Structural vacancy:
         • Carnival – 2.5%
         • Reds – 4.0%
         • Emba – 3.0%
         • Lebo – 2.0%
         • Moreleta – 3.0%
         • Simarlo – 15.0%

•   Renewals: space-by-space and where it is assumed that a lease will not be renewed, a vacancy period of 3-6 months has been included in the budget

•   Escalations: per contractual lease agreements

•   Reversions: assessed on a case-by-case basis and reversions are budgeted where it is believed they will arise

•   Recoveries, electricity:
        • Gauteng – 125%
        • Mpumalanga – 110%
        • Limpopo – 100%

•   Recoveries, water: All malls - 100%

•   Inflation:
           • Electricity – 12.0%
           • All other utilities 8.5%
           • Security and cleaning 7.5%
           • Consultant fees – 10.0%
           • Repairs and maintenance, after initial 12 month period 7.5% - 8.0%

•   Interest: Assumed repo rate to remain at current level

•   Tax: 28.0% and 18.67% deferred tax on revaluations on Developed Investment Properties and Current Development Assets

•   Property revaluations: Determined in accordance with the projected valuations of the Developed Investment Properties as prepared by the Independent Valuer. No
    fair value adjustments on developments have been taken into account in the fair value adjustment for the 2016 forecast. The adjustment reflected relates only to the
    current Developed Investment Properties

                                                               P 49 I Strictly private and confidential
Pro forma statement of financial position

                                         Notes                          Before listing R’m                 Listing R'm 3
  Non-current assets                        1
  Investment property                       2                                                    3,246.3                       3,246.3
  Defined development assets                4                                                      339.6                         339.6
  Goodwill                                                                                         950.0                         950.0
  Other non-current assets                                                                           0.7                           0.7

  Current assets
  Cash and cash equivelants                                                                         19.1                         216.1
  Other current assets                                                                              24.7                          24.7

  Total assets                                                                                   4,580.4                       4,777.4

  Equity and liabilities

  Shareholder equity                                                                             3,726.6                       3,923.6

  Non-current liabilities
  Interest bearing liabilities                                                                     229.7                         229.7
  Deferred tax                              5                                                      501.1                         501.1

  Current liabilities
  Current liabilities                                                                               85.9                          85.9
  Land payable                                                                                      34.7                          34.7
  Expense provision                                                                                  2.5                           2.5

  Total equity and liabilities                                                                   4,580.4                       4,777.4

  Shares in issue                                                                            394,959,976                   413,478,495

  NAV per share including deferred tax                                                              9.44                          9.49
  NAV per share excluding deferred tax                                                             10.70                         10.70

                                                 P 50 I Strictly private and confidential
Pro forma statement of financial position – notes

Notes to the pro forma statement of financial position:

1.   Developed Investment Properties valued as per independent valuation as set out on page 15

2.   Current Development Assets are valued in terms of a directors’ valuation at net realisable value as set out on page 52

3.   Listing column assumes that R200,000,000 (net of a capital raising fee of 1.5%) of proceeds are raised at an issue price of R10.80 per share

4.   Goodwill represents the premium paid by current Acsion shareholders on the formation of the Acsion group for 100% of the development company in order to secure
     future development projects for the group as well as the value of the land at Benmore and project in Maputo.

         •   Acsion has entered into a binding sale agreement for the acquisition of the land parcel from Telkom Limited
                  • The land is still in the process of being transferred, and although the land transfer appears to be imminent, it does not meet the recognition criteria
                      for recognition for an asset in terms of IFRS, as the Acsion is not deemed to control the asset until transfer of the land has been completed
                  • Accordingly, the amount paid pursuant to the restructure transaction must, in terms of IFRS, be recognised as goodwill until such time as the risks
                      and rewards of ownership of the land have transferred

         •   The land at Benmore has been valued at R210 million in terms of a directors valuation of R3,742 / m 2 for 56,107 m2 , the current anticipated project size for
             the development

         •   Acsion has signed a Memorandum of Understanding with the Mozambican Ministry of Sport to develop a 50,000m 2 shopping centre in Maputo
                  • The definitive transaction agreements are still in the process of being negotiated and finalised
                  • Since no formal or definitive agreement has been signed and no risks and rewards of ownership have passed to Acsion, it does not meet the
                      recognition criteria for an asset in terms of IFRS, as Acsion is not deemed to be in control of the rights to build on the land until a definitive
                      agreement has been signed
                  • Accordingly, the amount paid pursuant to the restructure transaction must in terms of IFRS, be recognised as goodwill until such time as the
                      company has secured the risks and rewards of ownership of, or similar rights in, the asset

         •   The project at Maputo has been valued at R200 million in terms of a directors valuation at this stage of R4,000 / m 2 for an anticipated development of 50,000
             m2

5.   With the exception of Hyde Park Terrace and Residential@Moutsiya, Acsion’s strategy in to retain the significant majority of the assets it develops and will accordingly
     not realise its deferred tax liabilities

                                                                P 51 I Strictly private and confidential
Valuation of the current development assets
The current development assets will result in the unlock of NAV / capital uplift for Acsion shareholders

                                                                                 Total                      Anticipated
                                                            Estimated                                                                                      NPV of NAV /          Costs
                                                                            costs per     Development            date of                                                                       Balance
                                                             value on                                                         Discount        Years to          capital     incurred to
Development                                                                 feasibility         profit3     completion                                                                      sheet NAV7
                                                           completio1                                                              rate    completion4          profits5          date6
                                                                               study2            (R’m)                of                                                                          (R’m)
                                                                (R’m)                                                                                             (R’m)          (R’m)
                                                                                (R’m)                      development

Net realisable developed value:

Mall@Carnival (phase III)                                        281.0           155.2            125.8        31-Aug-15          25.0%             0.75            106.5            2.3         108.8

Mall@Moutsiya                                                    105.0            94.7              10.3       30-Oct-15          25.0%             0.92              8.4            9.3          17.6

Mall@Ruimte (phase I)                                            213.0           139.7              73.3       31-Mar-16          25.0%             1.33             54.4           20.2          74.6

Commercial@Ruimte                                                173.0            85.0              88.0       30-Jun-16          25.0%             1.58             61.8           14.4          76.2

Hyde Park Terrace                                                  93.1           83.5               9.6       30-Jun-15          25.0%             0.58              8.4           54.1          62.4

                                                                                                                                                                                                 339.6
Notes:

1.   Estimated value on completion per valuations provided by the independent valuer

2.   Total costs per feasibility study, reflects Acsion’s estimation of the total development cost to be incurred in completion of the project and includes land, tenant installations, tenant
     allowances (where applicable) and consultant fees

3.   Development profit is equal to the difference between the estimated value on completion and the total costs per Acsion’s feasibility studies

4.   Years to completion calculated as the time between the anticipated date of completion and the anticipated listing date of 8 December 2014

5.   NPV of NAV uplift / capital profits reflects the net present value of the NAV uplift / capital profits, calculated using a discount rate of 25%, as at the anticipated date of listing on
     8 December 2014

6.   Costs incurred to date, reflect the total costs including land acquisition costs, building costs and professional fees incurred to date

7.   Balance sheet NAV is calculated as the sum of the NAV of development profits and the costs incurred to date

                                                                          P 52 I Strictly private and confidential
Acsion Property
Proposed Offer summary
                Fund Limited
Summary of the Acsion Offer
Issuer                   Acsion Limited

Offer size               R200 million

Offer structure          Primary issue

Offer price              R10.10 – R10.80 per share
Indicative market
                         R4.2 – R4.5 billion
capitalisation
                         Blended cap rate on developed properties: 8.26%
Pricing metrics          Development assets: developed value / land value
                         Value of development company (goodwill) for further development opportunities
Target annual NAV /
                         20% - 25%
capital growth
                         “Real Estate Holdings and Development” sector of the main board of the JSE Limited
Listing location
                         As focus is on capital growth, Acsion will not seek REIT status on listing
Free float               20-25%

Distribution structure   Private placement

Timing                   Early December

Independent valuer       Peter Parfitt of Quadrant Properties Proprietary Limited

Legal advisor            Read Hope Phillips Attorneys

Investment banker        Investec Bank Limited

Reporting accountants    Ernst & Young Inc.

A JSE listing will provide Acsion with a solid platform for growth from which to accelerate its development activities,
    supporting its diversification both sectorally and geographically, providing shareholders access to sustainable
                                                      capital growth

                                                   P 54 I Strictly private and confidential
Conclusion
A unique investment opportunity in an NAV focused property developer

•   Unique opportunity for investors to participate in the JSE’s only focused development company alongside a highly experienced
    management team with a 17 year proven track record of delivering NAV / capital uplift for its shareholders

•   In addition to the capital profits from its current development assets, Acsion will continue to seek out new development opportunities
    and through its development expertise, aims to secure further opportunities to accelerate the growth in NAV that it has delivered for its
    shareholders to date

    •      Growth opportunities to include sectoral and geographic diversification into residential and commercial and Southern African
           development respectively

•   The proposed listing price at NAV (excluding deferred tax) is competitively priced relative to international NAV-focused property
    development companies

                                                     P 55 I Strictly private and confidential
Acsion Property Fund Limited
Annexures
Acsion Property
Annexure I: CaseFund
                 studyLimited
Case study
Development of Mall@Carnival Phase I & II

•   In 2002, Acsion identified a need for a substantial retail offering in the Brakpan area given the areas’ high density, rising income
    population and the distance to and accessibility of other retail offerings in the catchment area

•   Given the draw of Carnival City as a destination gaming and entertainment node for the broader Brakpan catchment area, the
    accessibility of the site on the N17 highway and demographics of the surrounding areas, Acsion identified the current site of the
    Mall@Carnival as an attractive site for a potential retail development. It subsequently acquired a 7.5 ha plot of land in 2004 with the
    view to develop a regional mall to service the broader Boksburg, Kwathema, Brakpan, Dalpark, Tsakane, Springs, Germiston, Benoni,
    Nigel and Daduza catchment areas at the same time Acsion applied for rights on the land of earmarked for Phase II

•   Acsion thereafter continued the process to secure “special zone” development rights on the full portion of land, which rights were
    proclaimed in 2004

•   Phase I of the Mall@Carnival of 30,000m2 commenced in 2004, and was completed in October 2005 at a total capital cost of R100
    million

•   Given further tenant demand and the continued densification and spending power of the primary catchment areas, an additional 13.9ha
    of additional bulk was acquired in 2010, increasing Acsion’s total land holding to a total of 21.4 ha. The same “special zone”
    development rights had already been secured for the additional bulk in 2004

•   To service the above-mentioned demand, development of phase II of the Mall@Carnival commenced in 2010 comprising a 42,000m2
    extension to the centre which was completed in September 2011 at a total capital cost of R226 million

•   An additional R10 million has been spent on ad hoc capital upgrades to the mall since its construction

•   Acsion’s vision culminated in the Mall@Carnival today comprising a 72,338m2 regional centre which is currently valued at R1,525
    million (vs. a total development cost of R371 million)

•   Due to additional tenant demand, and in order to right-size some shops, phase III of the Mall@Carnival commenced in August 2014 to
    add a further ±18,000m2 to the centre

                                                      P 58 I Strictly private and confidential
Case study
Return calculation

R’000                           Feb 2005        Feb 2006        Feb 2007          Feb 2008        Feb 2009           Feb 2010        Feb 2011        Feb 2012        Feb 2013        Feb 2014

Project Cash Flows

Investment                       (20,033)        (94,574)         (5,570)              374          (1,878)           (15,083)       (101,466)       (126,193)         (1,638)         (5,227)

Operational cash flows             2,543           9,669          26,220            28,022          30,160             31,851          48,295          31,519          87,807         109,282
Terminal value (fair value of
                                        -               -                 -               -                  -               -               -               -               -       1,525,000
property)
Terminal value (operational
                                        -               -                 -               -                  -               -               -               -               -        (24,086)
assets)
Net cash flow                    (17,490)        (84,905)         20,650            28,396          28,282             16,768         (53,171)        (94,674)         86,169        1,604,969

IRR (pre-tax)                      45.1%

R’000                           Feb 2005        Feb 2006        Feb 2007          Feb 2008        Feb 2009           Feb 2010        Feb 2011        Feb 2012        Feb 2013        Feb 2014

Equity Cash Flows (including shareholder loans)

Investment                        (19,711)           (254)            6,051            8,225                353         (6,999)        (25,288)        (12,041)           4,753          42,135
Terminal value (fair value of
                                            -               -                 -               -                  -               -               -               -               -    1,525,000
property)
Terminal value (operational
                                            -               -                 -               -                  -               -               -               -               -      (24,086)
assets)
Less: Net debt                              -               -                 -               -                  -               -               -               -               -    (101,483)

Net cash flow                     (19,711)           (254)            6,051            8,225                353         (6,999)        (25,288)        (12,041)           4,753       1,441,566

IRR (pre-tax)                      62.8%

                                                                 P 59 I Strictly private and confidential
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