VUKILE PROPERTY FUND LIMITED - Finalisation announcement and salient dates for the conversion of Vukiles linked unit capital structure

Finalisation announcement and salient dates for the conversion of Vukile’s linked unit capital structure

VUKILE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE share code: VKE NSX share code: VKN
ISIN: ZAE000056370
(Granted REIT status with the JSE)
(“Vukile” or “the company”)


FINALISATION ANNOUNCEMENT AND SALIENT DATES FOR THE CONVERSION OF VUKILE’S LINKED
UNIT CAPITAL STRUCTURE


Linked unitholders are referred to the announcement released on SENS on 19 December 2014 wherein the salient dates and times
in respect of

-      the conversion of Vukile’s authorised and issued ordinary par value shares to authorised and issued shares of no par value;
-      subsequent to the par value conversion, the conversion of the company’s current linked unit capital structure to an all share
       structure to be effected by way of a scheme of arrangement in terms of section 114 of the Companies Act, 71 of 2008 (the
       “scheme”);
-      the amendment of Vukile’s Memorandum of Incorporation to give effect to the change in Vukile’s capital structure and the
       provisions of the Companies Act, 71 of 2008, and the JSE Listings Requirements in respect of the approval of written
       resolutions by shareholders;
-      the amendment of Vukile’s Debenture Trust Deed to enable the change in Vukile’s capital structure; and
-      the subsequent termination of Vukile’s Debenture Trust Deed.

(collectively the “transactions”) were announced, as well as the announcement released on SENS on 21 January 2015 wherein
linked unitholders were advised that all resolutions required to approve the transactions were passed by the requisite majority of
Vukile debenture holders and shareholders respectively.

The special resolutions in respect of the transactions, together with all prescribed documents, have been registered by the
Companies and Intellectual Property Commission. The Takeover Regulation Panel has issued a compliance certificate in terms of
section 119(4) of the Companies Act, 71 of 2008, with the result that the transactions have now become unconditional in
accordance with their terms. Accordingly the transactions will be implemented in accordance with the timetable set out below.

                                                                                                                            2015
Finalisation date announcement expected to be published in the press on                                         Monday, 16 March
Last day to trade in existing linked units on the JSE prior to the delinking of the linked units and the        Friday, 20 March
capitalisation of the debentures on
Trading in delinked ordinary shares of no par value under the new ISIN: ZAE000180865 and the                    Monday, 23 March
existing code of “VKE” commences on
Suspension of listing of linked units on the JSE                                                                Monday, 23 March
Scheme implementation record date for the delinking of the linked units and the capitalisation of the           Friday, 27 March
debentures at the close of business on
Scheme operative date                                                                                           Monday, 30 March
Date dematerialised shareholders will have their accounts updated at their CSDP or broker on                    Monday, 30 March
Date of issue of new replacement share certificates provided that the old linked unit certificates have         Monday, 30 March
been surrendered by 12:00 on Friday, 27 March 2015 (any certificated linked units surrendered after
this date will be replaced within 5 business days after receipt by the transfer secretaries)
Termination of listing of linked units                                                                          Monday, 30 March
Notes:
1. All times given in this finalisation announcement are local times in South Africa.
2. No dematerialisation of linked unit certificates may take place after Friday, 20 March 2015.

13 March 2015


Corporate advisor, legal advisor and JSE sponsor              NSX sponsor
Java Capital                                                  IJG Securities (Pty) Ltd

Date: 13/03/2015 11:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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