GROWTHPOINT PROPERTIES LIMITED - Update on the outstanding conditions precedent to the Scheme of Arrangement between Acucap and its Shareholders

Update on the outstanding conditions precedent to the Scheme of Arrangement between Acucap and its Shareholders

Acucap Properties Limited                          Growthpoint Properties Limited

Approved as a REIT by the JSE                      Approved as a REIT by the JSE

Incorporated in the Republic of South Africa       Incorporated in the Republic of South Africa

Registration number 2001/021725/06                 Registration number 1987/004988/06

Share code: ACP ISIN: ZAE000188660                 Share code: GRT     ISIN ZAE000179420

(“Acucap”)                                         (“Growthpoint”)



FURTHER UPDATE ON THE OUTSTANDING CONDITIONS PRECEDENT TO THE SCHEME OF
ARRANGEMENT BETWEEN ACUCAP AND ITS SHAREHOLDERS IN TERMS OF WHICH
GROWTHPOINT WILL ACQUIRE THE REMAINING SHARES IN ACUCAP THAT IT DOES NOT
ALREADY OWN (“SCHEME”)

Acucap and Growthpoint shareholders are referred to the joint announcement released on SENS on
16 February 2015, wherein the remaining conditions precedent to the Scheme were disclosed.

The Competition Commission has recommended to the Competition Tribunal that the transaction
between Acucap and Growthpoint be approved without conditions. The Competition Tribunal hearing
is expected to occur in the second week of March. As such, the conditions precedent to the Scheme,
being the approval of the Scheme by the Competition Authorities and the issue of a compliance
certificate by the Takeover Regulation Panel, remain outstanding and as a result the Scheme is not
yet effective.

Shareholders of Acucap and Growthpoint will be informed in due course as to when all conditions
precedent to the Scheme have been fulfilled.



Johannesburg

27 February 2015



CORPORATE ADVISOR AND SPONSOR TO ACUCAP

QUESTCO



COMPETITION LAW ADVISOR TO ACUCAP

BAKER MCKENZIE



CORPORATE ADVISOR AND SPONSOR TO GROWTHPOINT

INVESTEC



LEGAL AND COMPETITION LAW ADVISOR TO GROWTHPOINT

GLYN MARAIS INC




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