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GROWTHPOINT PROPERTIES LIMITED M&A Activity 2026

Feb 6, 2026

48729_rns_2026-02-06_598e53fa-4eee-4699-b8a9-31caf4c50892.pdf

M&A Activity

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Growthpoint Properties Limited Approved as a REIT by the JSE Incorporated in the Republic of South Africa Registration number 1987/004988/06 Share code: GRT ISIN: ZAE000179420 JSE Bond issuer code: GRTI ("Growthpoint" or "the Company")

VOLUNTARY ANNOUNCEMENT:

DISPOSAL OF 55% UNDIVIDED SHARE OF DISCOVERY PHASE 1 AND ACQUISITION OF 45% UNDIVIDED SHARE OF DISCOVERY PHASE 2

Shareholders are advised that the Company has taken a strategic decision to sell its 55% undivided share in the Discovery head office building known as Discovery phase 1, to Discovery Propco Proprietary Limited ("Discovery Propco"). The Company has simultaneously agreed to acquire a 45% undivided share in the Discovery phase 2 building from Truzen 114 Trust ("Truzen"). Truzen are also disposing their 45% undivided share in Discovery phase 1 to Discovery Propco. These transactions are interrelated and collectively align with our strategic repositioning and capital allocation framework.

Disposal consideration of Discovery phase 1

The disposal consideration of R 2,317,500,000(55%) for Discovery phase 1 with a GLA of 50,466m² (55%) per the sales agreement, will be settled in cash upon the registration of transfer (effective date) and is subject to the fulfilment of all conditions precedent.

Growthpoint's 55% share of Discovery phase 1 was valued at R2,234,864,537 at 30 June 2025.

Acquisition of a 45% undivided share of Discovery phase 2

Growthpoint has concluded an agreement with Truzen to acquire Truzen's 45% undivided share in the Discovery phase 2 building for a purchase consideration of R323,100,000 ("Discovery phase 2 acquisition"). The effective date will be upon registration of transfer and fulfilment of suspensive conditions.

Following implementation, Growthpoint will own 100% of the Discovery phase 2 building.

The building measuring 19,369m² (100%) was fully let as at 30 June 2025.

Conditions Precedent

Shareholders are advised that the transactions constitutes a large merger as defined in the Competition Act, 89 of 1998 (as amended). The merger will undergo the required regulatory processes and remains subject to Competition Tribunal approval.

Strategic Rationale

These transactions are consistent with Growthpoint's ongoing capital allocation discipline and its approach to actively managing the composition of the domestic portfolio. As part of this process, the Company continually assesses

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opportunities to optimise portfolio balance, including selectively realising value from assets where concentration considerations or longer-term portfolio objectives warrant such action. In this context, Discovery phase 1 was identified for disposal, notwithstanding its P-grade quality, allowing Growthpoint to responsibly manage exposure while maintaining overall portfolio quality.

The disposal reduces the group's office exposure, in Gauteng and Sandton, and contributes to a reduction in single tenant asset concentration within this node. It also supports the continued, measured rebalancing of the South African portfolio toward sectors and regions that are expected to deliver more stable and resilient income profiles over the longer term, including retail, logistics and increased Western Cape exposure.

Shareholders are advised that, from a metrics perspective, the disposal of Discovery phase 1 will result in a higher reported office vacancy percentage, as a large, fully let asset is removed from the portfolio.

The Discovery phase 2 acquisition supports the overall transaction structure and enables Growthpoint to retain an appropriate presence within the Sandton Summit precinct.

Discovery phase 2 is a prime, P-grade, multi-tenanted office building, providing improved income diversification and reduced letting risk relative to single-tenant assets. The asset was acquired at an attractive value, which is considered appropriate in the current market environment and supports the quality and sustainability of the group's retained office portfolio.

Financial Effects

The full financial effects of the transaction will be reported in the results for the 6 months ended 31 December 2025, which will be published on Wednesday, 11 March 2026.

The net proceeds from the transaction are as follows:

Disposal price of Discovery phase 1 (55%) R2,317,500,000
Acquisition price of Discovery phase 2 (45%) (R323,100,000)
Total net proceeds R1,994,400,000

The transactions are not a categorised transaction in terms of the JSE Limited Listings Requirements and as such this announcement has been released on a voluntary basis.

6 February 2026

Equity and Debt Sponsor Investec Bank Limited