DIPULA INCOME FUND LTD - Acquisition of Tembisa Mega Mart, Orange Farm and Melki portfolio and cautionary announcement

Acquisition of Tembisa Mega Mart, Orange Farm and Melki portfolio and cautionary announcement

DIPULA INCOME FUND LIMITED
(formerly Dipula Property Fund (Pty) Ltd)
Registration number 2005/013963/06
JSE code for A-linked units: DIA ISIN for A-linked units: ZAE000158317
JSE code for B-linked units: DIB ISIN for B-linked units: ZAE000158325
(“Dipula” or the “company”)


ACQUISITION OF TEMBISA MEGA MART, ORANGE FARM AND MELKI PORTFOLIO AND CAUTIONARY ANNOUNCEMENT

Introduction

Linked unitholders are advised that Dipula has concluded agreements for the acquisition of Tembisa Mega
Mart (the “Tembisa acquisition”), which property is currently under development, Orange Farm Phase 1
(the “Orange Farm acquisition”) and the Melki Portfolio (the “Melki acquisition”) (collectively, the
“acquisitions”).

Categorisation of the acquisitions

The Tembisa acquisition is classified as a Category 2 transaction in terms of the JSE Listings Requirements.
The Orange Farm and Melki acquisitions are non-categorisable transactions in terms of the JSE Listings
Requirements. The acquisitions are not subject to Dipula unitholder approval.

Terms and conditions precedent to the Tembisa acquisition

The total purchase consideration payable by Dipula in respect of the Tembisa acquisition is anticipated to be
R169 013 250. The purchase price is based on the developer’s net income projection and will be adjusted
accordingly should the actual net income differ from the projected net income. Payment of the purchase
price will be secured by way of debt and/or equity funding.

The purchase price shall be paid against registration of transfer of the property into the name of Dipula.

The property has been acquired from Realty Dynamix 107 Proprietary Limited.

The acquisition is subject to the following key suspensive conditions:
- completion of a due diligence;
- finalisation of the development plan;
- the seller concluding signed lease agreements on terms and conditions acceptable to Dipula in respect of
   at least 90% of the gross lettable area, of which 85% must be let to national tenants;
- Dipula Board approval;
- Dipula securing debt funding for at least 40% of the purchase price;
- the development being finally completed by 1 April 2014; and
- to the extent necessary, approval by the Competition Authorities.

Terms of the Orange Farm and Melki acquisitions

The total purchase consideration payable by Dipula in respect of the Orange Farm acquisition is
R42 000 000. The purchase consideration shall be paid against registration of transfer of the property into
the name of Dipula and shall be funded by debt and/or equity funding.

The total purchase consideration payable by Dipula in respect of the Melki acquisition is R57 000 000. The
purchase consideration shall be paid against registration of transfer of the property into the name of Dipula
and shall be funded by debt and/or equity funding.

Details of the properties

The property specific information required in terms of the JSE listings Requirements in relation to the
acquisitions is set out below.

Property name and address                 Sector         Rental area        Weighted average gross
                                                                (m2)                 rental per m2

Tembisa Mega Mart, Tembisa, Gauteng       Retail              14 007                       R127.62

Orange Farm Phase 1, Gauteng              Retail               5 600                        R62.00

Melki Portfolio, Kwa-Zulu Natal           Retail               6 900                        R83.96

The rental enterprise businesses are being acquired with effect from the date of transfer of the underlying
properties into Dipula’s name and are valued by the company at an amount equivalent to the purchase price
payable for the business.

Financial effects and cautionary

The financial effects of the Tembisa acquisition are still in the process of being finalised and will be
published in due course. Unitholders of Dipula are advised to exercise caution when dealing in their linked
units until the financial effects of the acquisition are announced.

Johannesburg
12 November 2012


Sponsor

Java Capital

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