Successful completion of the vendor placement and general issue of linked units for cash
ANNUITY PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2011/145994/06)
Share code: ANP ISIN: ZAE000165643
(“Annuity” or “the Company”)
SUCCESSFUL COMPLETION OF THE VENDOR PLACEMENT AND GENERAL ISSUE OF LINKED UNITS FOR CASH
A. VENDOR PLACEMENT
Annuity linked unit holders are referred to the announcement released on SENS on 29 July 2013 regarding the
acquisition of various properties and private placement. Annuity is hereby pleased to advise linked unit holders
that Annuity has successfully raised R163.8 million through a vendor placement (“Vendor Placement”) of 32 111
244 new Annuity linked units at a clean price of R5.10 per linked unit (“Issue Price”). The Issue Price is
equivalent to an 8.4% discount to the clean 30 day volume weighted average price on 17 July 2013, being the last
day prior to the date on which the placing was authorised by the Annuity board of directors. The new linked units
will be listed on the JSE Limited (“JSE”) on 20 September 2013. Accordingly all the conditions precedent have
now been fulfilled.
B. GENERAL ISSUE OF LINKED UNITS FOR CASH
At the annual general meeting of Annuity held on 29 August 2012 the requisite majority of linked unit holders
approved an ordinary resolution authorising the directors to issue linked units for cash (“General Authority”) in
accordance with the Listings Requirements of the JSE (“Listings Requirements”).
Annuity is hereby pleased to advise linked unit holders that Annuity has successfully raised a further R56.8 million
through the private placement of 11 138 392 new Annuity linked units, at the Issue Price, via public shareholders
as defined in paragraph 4.25 of the Listings Requirements. The Issue Price is equivalent to a 2.7% discount to the
clean 30 day volume weighted average price on Monday, 9 September 2013, being the last day prior to the date
the Issue Price was agreed. The new linked units will be listed on the JSE on 20 September 2013.
The proceeds from the issue of linked units will be utilised to settle Annuity’s liability in respect of the property
acquisitions referred to in the SENS announcement dated 29 July 2013.
As the new linked units issued under the General Authority represents a 5.9% increase in the issued linked unit
capital of the Company, the disclosure below is made in terms of section 11.22 of the Listings Requirements.
PRO FORMA FINANCIAL EFFECTS OF THE ISSUE UNDER THE GENERAL AUTHORITY
The unaudited pro forma financial effects below (prepared for illustrative purposes only) are the responsibility of
the directors of Annuity and have not been reviewed or reported on by the reporting accountant in terms of section
8 of the Listings Requirements.
The unaudited pro forma financial effects presented in the table below have been prepared in accordance with the
Company's accounting policies and in compliance with IFRS, in order to provide information about the financial
results and the financial position of Annuity assuming that the issue under the General Authority had been
implemented on 1 April 2012 and 31 March 2013, respectively. Accordingly, such effects do not necessarily
represent a true reflection of the financial effects of the issue under the General Authority on Annuity’s current and
future earnings. The pro forma information is the responsibility of the directors of Annuity.
Pro forma
Before the after the
issue under issue under
General General
Authority Authority
1 2, 3
Notes (cents) (cents) Change
Basic earnings per linked unit 4 93.00 88.08 -5.3%
Diluted basic earnings per linked unit 4 92.57 87.71 -5.3%
Headline earnings per linked unit 4 42.65 42.17 -1.1%
Diluted headline earnings per linked unit 4 42.45 41.99 -1.1%
Net asset value per linked unit 4 522.00 520.00 0.4%
Tangible net asset value per linked unit 4 522.00 520.00 0.4%
General assumptions and notes:
1. The “Before the issue under General Authority” column is extracted, without adjustment, from the financial
statements for the 12 months ended 31 March 2013.
2. The “Pro forma after the issue under General Authority” column has been adjusted to include the increase in
cash as a result of the proceeds from the issue. It has been assumed that the net proceeds from the issue
have been utilised to settle third party interest bearing liabilities.
3. The issue is assumed to have been implemented on 1 April 2012 for statement of comprehensive income
purposes and on 31 March 2013 for statement of financial position purposes.
4. A saving in interest is assumed to result from the repayment of approximately R56,8 million of interest
bearing financial liabilities at a cost of 8.3%, being the historical interest rate on the liabilities which are
assumed to be repaid from 4 May 2012, and from interest earned on the deposit for the period between 1
April 2012 to 3 May 2012.
Illovo
20 September 2013
Lead Investment Bank and Transaction Sponsor to Annuity
Investec Bank Limited
Joint Investment Bank to Annuity
Sasfin Capital (A division of Sasfin Bank Limited)
Legal advisors to Annuity
Glyn Marais Inc
Sponsor to Annuity
Rand Merchant Bank (A division of FirstRand Bank Limited)
Date: 20/09/2013 11:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.