JSE-listed Growthpoint Properties on Thursday announced that all resolutions necessary for its proposed acquisition of a controlling interest in Australia's Orchard Industrial Property Fund (OIF) were approved.

All the conditions precedent for the transaction, other than those conditions relating to the amendment of the existing debt facilities, have now been fulfilled, the group said.

Growthpoint CEO Norbert Sasse noted that the conclusion of discussions with the existing lenders were expected to be completed shortly.

On fulfilment of the remaining conditions precedent Growthpoint will subscribe for new OIF units giving Growthpoint an upfront interest of 50.1% in OIF for an amount of Aus$55.6 million in the first stage of the transaction.

In the second part of the transaction, Growthpoint said it intended to underwrite the proposed OIF rights offer of A$144.4 million to recapitalise OIF, which was envisaged to close on or about Wednesday, 9 September 2009.

"Depending on the percentage of OIF security holders who follow their rights, Growthpoint will own 60% to 78% of OIF," it said.

Sasse explained that the approval of the transaction by OIF's unit holders had made possible the opportunity for Growthpoint to acquire control of a listed property company in Australia with excellent assets, underpinned by quality income streams.

"It is our intention to leverage off the secure and stable OIF property portfolio to pursue further acquisition opportunities in Australia," said Sasse.

With Growthpoint's investment, OIF's name will be changed to Growthpoint Properties Australia and will start trading on the Australian Stock Exchange under the share code GOZ on or about August 10 2009.

Consistent with Growthpoint's philosophy of being internally managed, the management of Growthpoint Properties Australia will be internalised, while still benefiting from consistency of management.

Growthpoint, a leading JSE ALSI 40 listed company, is the largest South African listed property company with assets exceeding R29.1 billion and a market capitalisation of over R19 billion.

This will be its first venture offshore and represents a total investment of some Aus$200 million or approximately R1.3 billion at current exchange rates when the transaction is completed.