A E C I LIMITED - Fulfillment Of Conditions Precedent

Fulfillment Of Conditions Precedent

AECI LIMITED
Incorporated in the Republic of South Africa
(Registration No. 1924/002590/06)
Share code: AFE ISIN No. ZAE000000220
(“AECI”)


                       FULFILLMENT OF CONDITIONS PRECEDENT


Shareholders of AECI (“Shareholders”) are referred to the announcement released on the
Securities Exchange News Service of the JSE Limited on Monday, 4 November 2013 which
provided details of the disposal by AECI of its surplus property assets at Modderfontein and its
property development business, to Shanghai Zendai Property Limited (“Shanghai Zendai”) (“the
Transaction”).


Shareholders are advised that the following conditions precedent to the Transaction have been
fulfilled:

1. the approval in writing of the Competition Commission in South Africa, in terms of the
    Competition Act No. 89 of 1998, as amended;

2. the passing by the shareholders of Shanghai Zendai of all resolutions required to approve
    the Transaction;

3. the passing of all the necessary Directors’ and shareholders’ resolutions of the AECI parties
    to the Transaction; and

4. Heartland Leasing Proprietary Limited, acting as an agent for AECI, and ImproChem
    Proprietary Limited (“ImproChem”) have entered into a lease in respect of the ImproChem
    building in a form satisfactory to both Shanghai Zendai and AECI.

                                               
The AECI parties to the Transaction have now commenced the process to transfer properties
subject to the Transaction which have an aggregate acquisition price of R513 million (including
VAT) or such lesser amount as agreed by Shanghai Zendai (“First Tranche”), to the South
African subsidiaries of Shanghai Zendai, namely Zendai Development (South Africa) Proprietary
Limited and Zendai Investment Management (South Africa) Proprietary Limited. AECI
anticipates this transfer should be completed by no later than 31 July 2014, subject to the
relevant extension provisions of the Transaction. The Transaction will become effective on
transfer of the First Tranche. Shareholders will be updated once this process has completed.

Woodmead, Sandton

28 January 2014




Investment Bank, Structuring Adviser and Transaction Sponsor

The Standard Bank of South Africa Limited

Legal Adviser

Webber Wentzel




                                               

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