Vukile Property Fund Limited - Group 1 Notes Ratings Affirmed, post the sale and acquisition of pr

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Vukile Property Fund Limited
– Group 1 Notes Ratings
Affirmed, post the sale and
acquisition of pr
Johannesburg, 31 January 2017 — Global Credit Ratings (‘GCR’)
has affirmed the final, public long term credit rating of
‘AA+(ZA)’ with a Stable outlook to the following Group 1 Notes
issued by the Issuer, Vukile Property Fund Limited (‘Vukile’):

          R240m Senior Secured Notes, stock code VKE03, maturity 8
          May 2017;
          R380m Senior Secured Notes, stock code VKE06, maturity 8
          May 2018; and
          R200m Senior Secured Notes, stock code VKE07, maturity 8
          June 2020.

RATING RATIONALE

GCR has been advised that Vukile has concluded discussions
with Synergy Income Fund Limited (‘Synergy’) and Arrowhead
Properties Limited. The transaction was approved by the
Competition Commission in December 2016. The transaction
entails Vukile acquiring the bulk of Synergy’s retail assets
in return for the sale by Vukile to Synergy of the majority of

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Vukile’s office and industrial assets. This has materially
changed the Group 1 Property Portfolio that serves as security
for the abovementioned Group 1 Notes. GCR has been advised
that Vukile has sold and acquired the following properties:

 Properties

     Sold

  (‘Sold’)

                    Legal                                                 Building /
                                    GLA         Market Value
                 Description                                             Property Name

                Erven 10430,
                                                                           Cape Town
                    10431,
                                                                           Bellville
      1.        10432, 10479     22,311 m2      R351,600,000      ‡ KF

                                                                             Louis
                  and 25285
                                                                           Leipoldt
                  Bellville

 Properties

   Sold to

   Synergy

  (‘Sold’)

                    Legal                                                 Building /
                                    GLA         Market Value
                 Description                                             Property Name

                                                                         Durban Valley

                 Erven 1227                                                   View
      1.                         30,790 m
                                            2
                                                R119,500,000      * KF

                 New Germany                                              Industrial

                                                                              Park

                  Erven 210                                                Germiston

      2.         Meadowdale      35,016 m
                                            2
                                                R173,400,000      * KF    Meadowdale

                    Ext 1                                                     R24

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Erven 294,                                                Randburg

                 295 and 441                                               Trevallyn
      3.                         32,006 m2      R142,200,000      * QP

                Kya Sand Ext                                              Industrial

                      27                                                      Park

                                                                            Sandton

                   Erven 6                                               Bryanston St
      4.                         10,184 m2      R84,000,000       * KF

                 Epsom Downs                                                Andrews

                                                                            Complex

                                                                         Sandton Hyde
                  Erven 431
      5.                          4,110 m2      R53,900,000       * KF   Park 50 Sixth
                  Hyde Park
                                                                              Road

                 Erven 1225
                                                                            Sandton
                  and 1226
      6.                          8,140 m2      R87,000,000       * QP   Sunninghill
                 Sunninghill
                                                                             Place
                    Ext 98

                 Portions 2                                                 Sandton

                  and 5 of                                                Rivonia 36
      7.                          2,410 m
                                            2
                                                R30,850,000       ‡ QP

                  Erven 246                                                Homestead

                  Edenburg                                                    Road

                                                                            Sandton

                 Portion 13                                                Bryanston

      8.         of Erven 13      4,585 m2      R57,500,000       ‡ KF     Grosvenor

                  Bryanston                                                Shopping

                                                                            Centre

                                                                         Pretoria High
                 Erven 3261
      9.                         12,093 m2      R138,000,000      ‡ KF       Court
                  Pretoria
                                                                           Chambers

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
East London
                 Erven 42903
     10.                          9,040 m
                                            2
                                                 R78,900,000      ‡ KF      Vincent
                 East London
                                                                         Office Park

                                                                           Cape Town
                Erven 18005,
                                                                             Parow
     11.           18006 &       19,834 m2       R71,300,000      ‡ KF

                                                                          Industrial
                 23181 Parow
                                                                              Park

                   Totals:      168,208 m2      R1,036,550,000

 Properties

Acquired by

   Vukile

(‘Acquired’)

  at March

2016 Market

    Value

                    Legal                                                 Building /
                                    GLA         Market Value                               Type
                 Description                                             Property Name

                                                                         Elim Hubyeni
                   Erven 3
      1.                         11,874 m2      R127,500,000      † QP     Shopping      Retail
                Elim-Hubyeni
                                                                            Centre

                 Erven 1522                                              Highland Mews

      2.          Del Judor      17,032 m2      R224,000,000      † KF     Shopping      Retail

                    Ext 16                                                  Centre

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Erven 4483,

                  4486 and                                                 Gugulethu
      3.                         24,955 m2      R415,000,000      † QP                   Retail
                     4489                                                   Square

                  Gugulethu

                                                                           Nzhelele

                 Erven 3013                                                 Valley
      4.                          5,308 m2       R55,900,000      † KF                   Retail
                  Makhado-A                                                Shopping

                                                                            Centre

                  Erven 493                                                   King

      5.           and 114       22,325 m
                                            2
                                                R262,300,000      † KF   Senzangakhona Retail

                 Unundi BA+                                                 Centre

                   Totals:       81,494 m2      R1,084,700,000

                30 September
       ‡

                     2015

                  31 March
       *

                     2016

       +        5 April 2016

       †        31 July 2016

      KF        Knight Frank

                  Quadrant
      QP

                 Properties

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Acquired

 Properties

Lease Expiry

 Profile by

     GLA

                    Legal                                         Dec                      Dec      Dec   > Dec
                                Mothballed        Vacancy                   Dec ’18
                 Description                                      ’17                      ’19      ’20    ’20

                   Erven 3
      1.                            0.0%            0.9%        64.5%         8.7%        12.6%    4.7%    8.6%
                Elim-Hubyeni

                 Erven 1522

      2.          Del Judor         1.3%            9.0%        32.9%        15.5%         0.0%   19.7% 21.5%

                    Ext 16

                 Erven 4483,

                  4486 and
      3.                            0.6%            0.0%        16.1%         5.1%        70.9%    7.3%    0.0%
                     4489

                  Gugulethu

                 Erven 3013
      4.                            0.0%            1.4%        46.9%         8.3%         0.8%    9.5%   33.1%
                  Makhado-A

                  Erven 493

      5.           and 114          0.0%            3.5%        13.8%        44.5%        12.7%    4.5%   21.1%

                  Unundi BA

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Post

Transaction

   Closing

Lease Expiry

 Profile by

     GLA

                                                                  Dec                      Dec    > Dec
                 Mothballed       Vacancy         Dec ’17                   Dec ’19
                                                                  ’18                      ’20      ’20

   Group 1

  Property           1.6%           4.2%           32.8%        20.9%        15.0%         7.4%   18.1%

  Portfolio

Vukile has acquired a 100% share in each of the abovementioned
retail properties. Vukile reported the Group 1 Property
Portfolio Loan to Value as 24.3%, after the sale and
acquisition of the abovementioned properties, based on the
most recent Open Market Valuations.

The Cape Town Bellville Louis Leipoldt property is expected to
be transferred in February 2017. Furthermore, Vukile bought
the remaining 50% of the Pinetown Pine Crest property, which
is expected to be transferred in February 2017.

GCR analysed the Group 1 Property Portfolio with the following
assumptions:

     1. The properties sold have been transferred;
     2. The properties acquired have been transferred;
     3. Vukile’s remaining 50% shareholding in the Pinetown Pine
        Crest property has been maintained.

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Elim Hubyeni Shopping Centre (Limpopo) is situated in a rural
high density area that services a low LSM demographic, and has
75% national retailers/tenants. There is, however, some
competition from the adjacent Elim Mall (opened in March
2013), where the same tenants account for c. 17.9% (GLA). GCR
assumed that those tenants that signed leases pre-2013, will
not renew. The lease expiry profile of Elim Hubyeni Shopping
Centre is: 13.3% that expire before March 2017, with the
remaining 2.5% at March 2018 and 2.1% after March 2018.

Highland Mews Shopping Centre (Mpumalanga) is situated in a
medium to high density area that services a low to medium LSM
demographic, and has 80% national retailers/tenants. Gugulethu
Square (Western Cape) is situated in a medium density area
that services a low to medium LSM demographic, and has 90%
national retailers/tenants. Nzhelele Valley Shopping Centre
(Limpopo) is situated in a rural medium density area, and
services a low LSM demographic that has 88% national
retailers/tenants. King Senzangakhona Centre (Kwa-Zulu Natal)
is situated in a rural medium density area, and services a low
to medium LSM demographic, with approximately 84% of its GLA
let to national retailers/tenants.

The Group 1 Property Portfolio of the Transaction has evolved
into a predominant retail portfolio, comprising a mix of
retail (90.8% Market Value, 80.9% of GLA), office/commercial
(1.0% Market Value, 0.5% of GLA), and industrial properties
(8.7% Market Value, 18.1% of GLA).

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
The mixed use properties consist of the Randburg Office Tower

(10,453 m 2 ), which has been converted to a residential
apartment block, (Randburg Square Apartments). Randburg Square
Apartments reported a 9.4% vacancy at December 2016.
Management subsequently informed GCR of full occupancy at end
January 2017. The apartment block is only scheduled to be
externally valued in March 2017, and therefore GCR did not
factor in the value for the apartment block, or the related
cash flows.

The Group 1 Property Portfolio reported R20.3m in arrears at
December 2016. Total exposure to Edcon Holdings Ltd, measured

in GLA, has increased to 13,552 m 2 (4.68% post-transaction
closing). Total exposure to SA Post Office, measured in GLA,

decreased marginally to 1,363 m 2 (0.47% post-transaction
closing).

Vukile’s properties are valued every six months on a
rotational basis by independent external valuers (Broll, Jones
Lang LaSalle, Knight Frank and Quadrant Properties).

The rating of the Secured Notes is derived by applying a
notching approach, starting from the long term senior
unsecured corporate credit rating of the Issuer. The Issuer is
currently rated ‘A(ZA)’ and ‘A1(ZA)’ on the long and short term
scales respectively, with the long term rating being on Stable
outlook. Based on GCR’s Global Structurally Enhanced Corporate
Bonds Rating Criteria, the calculated overall recovery rate of

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                                          / Date of article: Feb 1, 2017
100% carries the qualification “Excellent Recovery Prospects”.
A four notch rating uplift on the national scale is deemed to
be appropriate for the Transaction. Accordingly, GCR has
accorded and affirmed a final, public Long Term rating of
‘AA+(ZA)’ to the Group 1 Notes, with a Stable outlook.

RATINGS HISTORY

Stock code Initial Rating             Long Term Rating           Short Term Rating        Outlook

   VKE03        10 May 2012                  AA(ZA)                       n.a             Stable

   VKE06        12 May 2015                 AA+(ZA)                       n.a             Stable

   VKE07        12 May 2015                 AA+(ZA)                       n.a             Stable

Stock code      Last Rating           Long Term Rating           Short Term Rating        Outlook

   VKE03         9 May 2016                 AA+(ZA)                       n.a             Stable

   VKE06         9 May 2016                 AA+(ZA)                       n.a             Stable

   VKE07         9 May 2016                 AA+(ZA)                       n.a             Stable

ANALYTICAL CONTACTS

Corné Els

Senior Structured Finance Analyst

+27 11 784 1771

CorneE@globalratings.net

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
Committee Chairperson

Emma-Jane Fulcher

Head: Structured Finance Ratings

+27 11 784 1771

fulcher@globalratings.net

APPLICABLE METHODOLOGIES AND RELATED RESEARCH

Global Summary Structurally Enhanced Corporate Bonds Rating
Criteria – revised Sep ’16;

Vukile Property Fund Ltd Senior Secured Surveillance Report –
May ’16 and subsequent ratings announcement;

Global Criteria for Rating Corporate Entities – Feb ’16;

Global Summary Criteria for Rating Property Funds – May ’16;
and

Vukile Property Fund Ltd Rating Report – Feb ’16.

RATING LIMITATIONS AND DISCLAIMERS

ALL GCR’S CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS
AND DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS
BY             FOLLOWING               THIS             LINK:
http://GLOBALRATINGS.NET/UNDERSTANDING-RATINGS. IN ADDITION,
GCR’S RATING SCALES AND DEFINITIONS ARE ALSO AVAILABLE FOR

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                                          / Date of article: Feb 1, 2017
DOWNLOAD         AT        THE        FOLLOWING         LINK:
http://GLOBALRATINGS.NET/RATINGS-INFO/RATING-SCALES-DEFINITION
S. GCR’S CODE OF CONDUCT, CONFIDENTIALITY, CONFLICTS OF
INTEREST, PUBLICATION TERMS AND CONDITIONS AND OTHER RELEVANT
POLICIES    AND   PROCEDURES     ARE   ALSO   AVAILABLE     AT
http://GLOBALRATINGS.NET.

GLOSSARY OF TERMS/ACRONYMS USED IN THIS DOCUMENT AS PER GCR’S
STRUCTURED FINANCE GLOSSARY
                             General term for non-performing obligations, i.e.
      Arrears
                                          obligations that are overdue.

                         A long term debt instrument issued by either: a company,
       Bond
                                institution or the government to raise funds.

                           A financial term for monetary changes in operations,
    Cash Flow
                                      investing and financing activities.

    Corporate
                              A credit rating accorded to a corporate entity.
  Credit Rating

                           A contractual agreement in which a borrower receives

                        something of value now, and agrees to repay the lender at

      Credit           some date in the future, generally with interest. The term

                        also refers to the borrowing capacity of an individual or

                                                        company

                        An opinion regarding the creditworthiness of an entity, a

                      security or financial instrument, or an issuer of securities
  Credit Rating
                       or financial instruments, using an established and defined

                                     ranking system of rating categories.

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Exposure is the amount of risk the holder of an asset or

                          security is faced with as a consequence of holding the

                      security or asset. For a company, its exposure may relate to
     Exposure
                        a particular product class or customer grouping. Exposure

                           may also arise from an overreliance on one source of

                                                       funding.

                         International local currency (International LC) ratings

                       measure the likelihood of repayment in the currency of the

  International         jurisdiction in which the issuer is domiciled. Therefore,

Scale Rating LC        the rating does not take into account the possibility that

                       it will not be able to convert local currency into foreign

                       currency or make transfers between sovereign jurisdictions.

                       The party indebted or the person making repayments for its
      Issuer
                                                     borrowings.

                         Agreement or temporary use and enjoyment of a corporeal

                         thing (movable or immovable property) the whole or part

                        thereof for rent. The essential elements of a contract of

                       lease are: 1.) Undertaking of lessor to give the lessee the
       Lease
                        use and enjoyment of something; 2.) Agreement between the

                           lessor and lessee that the lessee’s right to use and

                       enjoyment is temporary; and 3.) Lessee’s undertaking to pay

                                                   a sum or rent.

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A sum of money borrowed by a debtor that is expected to be

                       paid back with interest to the creditor. A debt instrument

                       where immovable property is the collateral for the loan. A

                       mortgage gives the lender a right to take possession of the

       Loan                  property if the borrower fails to repay the loan.

                         Registration is a prerequisite for the existence of any

                        mortgage loan. A mortgage can be registered over either a

                          corporeal or incorporeal property, even if it does not

                           belong to the mortgagee. Also called a Mortgage bond.

                       A long term rating reflects an issuer’s ability to meet its

                       financial obligations over the following three to five year

                        period, including interest payments and debt redemptions.
    Long-Term
                      This encompasses an evaluation of the organisation’s current
      Rating
                       financial position, as well as how the position may change

                       in the future with regard to meeting longer term financial

                                                     obligations.

                        An assessment of the property value, with the value being
      Market
                                 compared to similar properties in the area.

     Notching                                 A movement in ratings.

     Property                              Movable or immovable asset.

                       The action or process of regaining possession or control of
     Recovery
                                       something lost. To recoup losses.

                       A security that has a higher repayment priority than junior
      Senior
                                                     securities.

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A short term rating is an opinion of an issuer’s ability to
    Short-Term
                        meet all financial obligations over the upcoming 12 month
      Rating
                        period, including interest payments and debt redemptions.

                            A transaction that enables an Issuer to issue debt

                      securities in the capital markets. A debt issuance programme

   Transaction        that allows an Issuer the continued and flexible issuance of

                      several types of securities in accordance with the programme

                                               terms and conditions.

                        An assessment of the property value, with the value being
    Valuation
                                 compared to similar properties in the area.

SALIENT FEATURES OF ACCORDED RATINGS

GCR affirms that a.) no part of the rating was influenced by
any other business activities of the credit rating agency; b.)
the rating was based solely on the merits of the rated entity,
security or financial instrument being rated; c.) such rating
was an independent evaluation of the risks and merits of the
rated entity, security or financial instrument; and d.) the
validity of the rating is for a maximum of 12 months, or
earlier as indicated by the applicable credit rating document.

The Arranger and the Issuer participated in the rating process
via face-to-face meetings, teleconferences and other written
correspondence. Furthermore, the quality of info received was
considered adequate and has been independently verified where

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possible.

The rating/s above were solicited by the Arranger of the
Transaction; GCR has been compensated for the provision of the
ratings.

The credit rating/s has been disclosed to the Arranger and the
Issuer with no contestation of the rating.

The information received from the Arranger / Issuer:

          Rent Rolls for the Group 1 Property Portfolio;
          Property register;
          Budgets 2017 Financial Year;
          Arrears for the Group 1 Property Portfolio.

Vukile Property Fund Limited – Group 1 Notes Ratings Affirmed,
post the sale and acquisition of properties.

                                       Printed on: Dec 23, 2021 / Location:
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                                          / Date of article: Feb 1, 2017
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