Schedule of listed securities

Strategic listed investments overview
Redefine Properties Limited (Redefine) has core strategic holdings in listed property securities and may acquire other listed property securities on an opportunistic basis for strategic purposes or where value can be unlocked through corporate action.

All decisions in respect of acquisitions and disposals are taken by the investment committee or by the board in cases where the acquisition or disposal value is above the investment committee mandate set by the board. Opportunities to acquire strategic holdings in listed property securities are carefully considered in terms of the general strategy as ratified by the board.

The following table outlines the listed securities held by Redefine, and excludes the listed securities held by Redefine International plc (RI plc), which are shown as securities held on consolidation.

The following table outlines the listed securities held by Redefine when the foreign interests are consolidated.

Hyprop Investments Limited (Hyprop)
Hyprop is South Africa’s leading retail property fund, which owns prime retail centres including Canal Walk (80%), The Glen (75%), Hyde Park Shopping Centre, The Mall of Rosebank, Stoneridge Mall and South Coast Mall. The company has a proven track record of consistent growth in distributions and has been continually ranked as one of the top performing listed property funds in the country. Hyprop has delivered an average of 10,5% distribution growth per annum over the past 21 years, with average distribution growth of 17,1% per annum since 2004. The unit price has grown 13% per annum on average over the past 21 years, and 27% since 2004.

 In the year to 31 August 2010, Redefine acquired an additional 19,7 million Hyprop units from Coronation Asset Management at R50 per unit, increasing its stake in the retail focused fund from 33,3% at 31 August 2009 to 45,2%. The transaction, which was approved by Redefine unitholders, triggered a mandatory offer by Redefine to all remaining Hyprop unitholders at a price of R50 per unit. An additional 926 593 linked units were acquired at R50 per unit, increasing the stake marginally to 45,7%. The low acceptance of the offer was expected as the offer price was below the trading price of Hyprop’s units at the time. 

Redefine has undertaken to obtain approval from its unitholders before acquiring any further Hyprop units.

Redefine International plc (RI plc)
Formerly known as Ciref Plc (Ciref), RI plc was incorporated and registered as a closed-ended property investment and development company in 2005 in Jersey and listed on the AIM market of the London Stock Exchange (LSE) in 2006. The name change to RI plc was implemented on 1 July 2010.

 The company was established to invest in commercial real estate, primarily in the United Kingdom (UK) and Europe, with a focus on retail and commercial assets. It recently expanded its objectives to include investments in Australia and hotel acquisitions in the UK. The primary strategy is to provide investors with strong investment returns through a balanced exposure to lower risk income generating assets and opportunities that will provide a capital return. 

The company owns a portfolio of 92 quality properties in the UK, Germany and Switzerland valued at approximately £378 million with a gross lettable area (GLA) of approximately 323 000m². The company also has significant interests in two listed funds, namely Wichford in the UK and Cromwell in Australia. RI plc has board representation on both these funds. 

During the year to 31 August 2010, Redefine increased its holding in RI plc in a series of transactions utilising cash transfer capacity of South African institutions, commonly referred to as asset swaps. 

Between December 2009 and January 2010, Redefine increased its holding in RI plc from 28,6% to 70,7% by subscribing for 102 million shares in RI plc for £51,2 million in cash and by exchanging its entire holding of 204,3 million shares in Wichford for 45,4 million shares in RI plc. The capital raised was partially utilised by RI plc to acquire a 13,3% shareholding in Cromwell, a highly regarded property trust listed on the Australian Stock Exchange. Redefine introduced the Cromwell transaction to RI plc. 

On 10 August 2010, Redefine disposed of its entire holding of 168 505 303 RI plc shares to Redefine Properties International Limited (RI Limited) for an issue of 168 505 303 linked units in RI Limited. 

At 31 August 2010, RI plc’s market capitalisation was £128,3 million. Post year-end, the market capitalisation had increased to more than £220 million.

Redefine Properties International Limited (RI Limited)
In line with Redefine’s strategy to house its offshore portfolio in a vehicle for South African investors to take advantage of the recovering offshore property market, Redefine investigated the feasibility of an inward listing of RI plc on the JSE.

The inward listing was rejected by the South African Reserve Bank (SARB) but Redefine was the first listed property company to receive approval from SARB for foreign direct investment in offshore property. 

The company received permission to hold its interest in RI plc directly through a South African subsidiary, RI Limited, which listed on the JSE on 7 September 2010.

RI Limited is authorised to remit additional capital from South Africa to fund the future growth of the offshore company. 

RI Limited’s sole asset is its shareholding in RI plc. Each linked unit in RI Limited effectively equates to one share in RI plc. 

The listing of RI Limited provides South African residents and institutions an exciting rand-based opportunity to invest in an international portfolio of properties. South African participants will own an investment in good quality offshore properties at an attractive yield and a growing income stream with an added benefit that investing offshore may provide an effective rand hedge. 

Distributions will be received by RI Limited in pounds and converted to rands at the ruling exchange rate on the date that they are received. In turn, the rand denominated income will be distributed to RI Limited unitholders. 

In the year to 31 August 2010, the JSE approved the listing of 336 574 640 RI Limited linked units in the Real Estate – Real Estate Holdings and Development sector of the JSE, which included a capital raising by way of a private placement of 168 069 337 linked units and Redefine’s existing interest of 168 505 303 linked units.

The private placement, which closed on 30 August 2010, afforded potential investors the opportunity to participate in the equity of RI Limited. £84 million was raised at an issue price of R5,69 per linked unit, 153% above the minimum subscription amount of £55 million set by the company. 

Redefine subscribed for 24 million linked units in RI Limited in terms of the private placement, increasing its holding in RI Limited to 192,5 million linked units, or 57,2% of the RI plc units in issue. Part of the capital raised in the private placement was used by RI Limited to subscribe for additional shares in RI plc and to repay a loan from Redefine. The capital raised by RI plc was used to acquire a portfolio of London based hotels and to expand the group’s business in the UK, Europe and Australia.

Wichford Plc (Wichford)
Wichford is an Isle of Man based property investment company listed on the main market of the LSE. In the year to 31 August 2010, Redefine increased its holding in Wichford to 204,3 million units by acquiring an additional 24,5 million units from RI plc and by exercising its rights in terms of the Wichford rights issue. In December 2009, Redefine exchanged its entire holding of Wichford shares, valued at R293 million, for 45,4 million shares in RI plc.

Sycom Property Fund (Sycom)
Sycom is a property unit trust with a portfolio of office and retail properties situated in Johannesburg and the Western Cape. Some of its landmark assets include the Discovery building in Sandton, Woodlands Office Park in Woodmead and Somerset Mall in Somerset West. Redefine has 6 530 673 Sycom units, equating to 3,18% of the units in issue. Hyprop has a right of first refusal to acquire these units should Redefine decide to sell. Redefine’s strategy is to dispose of its interest in Sycom in the next financial year.

Oryx Properties Limited (Oryx)  
Oryx is a property loan stock company listed on the Namibian Stock Exchange that owns a premier quality retail, industrial and office property portfolio. In addition, Oryx may from time to time invest in JSE listed real estate securities to allow for flexibility in respect of new direct real estate investment opportunities, portfolio diversification and yield enhancement. Oryx’s property portfolio comprises 26 properties with a value of N$722 million. Its largest investment is the Mearua Mall, which is the major regional retail centre serving Windhoek. Oryx has a market capitalisation of approximately N$688 million. The investment in Oryx was owned by Ambit and acquired by Redefine as a consequence of the merger with ApexHi. Redefine’s strategy is to increase its stake to achieve control. In the event that it is unable to gain control, Redefine will dispose of its entire interest in Oryx.

Cromwell Group  
Cromwell is a specialist Australian Real Estate Investment Trust and property fund manager with AU$1,86 billion in assets under management. Redefine’s exposure to Cromwell is through RI plc.