NEW FRONTIER PROPERTIES LIMITED - Disposal of Primark Store at Cooper's Square Shopping Centre

Disposal of Primark Store at Cooper's Square Shopping Centre

New Frontier Properties Limited
(Registration number: 123368C1/GBL)
SEM share code: NFP.N0000
JSE share code: NFP
ISIN: MU0453N00004
(“New Frontier” or “the Company”)

DISPOSAL OF PRIMARK STORE AT COOPER’S SQUARE SHOPPING CENTRE

Shareholders are referred to the announcement released on SENS and the website of the Stock
Exchange of Mauritius Limited (“SEM”) on 19 February 2020 in which they were advised that an
agreement (“Sale and Purchase Agreement”) had been conditionally exchanged between
Burton Shopping Centre Limited (“BSCL”), a wholly-owned subsidiary of New Frontier and Burton
Corporate Limited (“Purchaser”) for the freehold sale of the Primark unit located in the Cooper
Square Shopping Centre, Burton-upon-Trent, United Kingdom (“Property”) to the Purchaser for a
consideration of GBP6 700 000 (“Transaction”).

Shareholders are reminded that, whilst the Transaction constitutes an undertaking in the ordinary
course of business of New Frontier and therefore does not fall under the scope of Chapter 13 of
the SEM Listing Rules, it is a Category 1 transaction in terms of the JSE Listings Requirements and,
accordingly, requires shareholder approval. The draft circular has been submitted to the JSE and
is in the process of being finalised.

The Sale and Purchase Agreement contained a condition that the Transaction should only be
completed in the event that consent was received from New Frontier (“Condition”). However, in
recognition of contractual requirements under loan facility agreements with HSBC whereby Burton
Investments Limited, as the borrower, is required to repay GBP5 600 000 on or by 30 July 2020, BSCL
retained the ability to waive the Condition in the event that no alternative sources of capital
became available.

The Company hereby wishes to inform shareholders that it had been notified by the board of BSCL
that, given that no alternative funding propositions have been made, BSCL waived the Condition
and this was duly notified to the Purchaser on 20 July 2020. The New Frontier Board was also
advised that a formal Guernsey legal opinion had been sought to ensure that the directors of
BSCL had the ability to waive the Condition. It should be noted that consideration of the JSE
Listings Requirements was not addressed in the legal opinion.

The Board of New Frontier approached HSBC for a short extension of time to secure approval of
the Transaction by the shareholders of New Frontier, which request was declined.

Notwithstanding the above, the Company will continue with the process of issuing the circular
and requesting shareholder approval or ratification for the Transaction, to the extent necessary.
The salient dates and times relating to the Transaction and the general meeting to be convened
in order to enable shareholders to consider and, if deemed fit, approve the resolutions required
to implement the Transaction, will be released on the website of the SEM and SENS at the time of
the posting of the circular.
New Frontier was incorporated in the Republic of Mauritius on 5 June 2014 and holds primary
listings on both the Official Market of the SEM and the Alternative Exchange of the JSE.

By order of the Board
31 July 2020


This notice is issued pursuant to SEM Listing Rule 11.3, the Mauritian Securities Act 2005 and section
9.20(b) of the JSE Listings Requirements. The Board of Directors of the Company accepts full
responsibility for the accuracy of the information contained in this announcement. For further
information please contact:

                                         SEM Authorised                         Company
         JSE Sponsor               Representative and Sponsor                    Secretary
    Arbor Capital Sponsors            Perigeum Capital Ltd              Vistra (Mauritius) Limited
       +27 11 480 8500                    +230 402 0890                       + 230 260 7275

Date: 31-07-2020 11:00:00
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