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VUKILE PROPERTY FUND LIMITED - Winding up of share purchase plan, dealing by associates of directors, prescribed officer and company secretary

Release Date: 24/06/2025 17:30
Code(s): VKE VKE21 VKE27 VKE26 VKE25 VKE22 VKE19 VKE28 VKE20     PDF:  
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Winding up of share purchase plan, dealing by associates of directors, prescribed officer and company secretary

VUKILE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE share code: VKE NSX share code: VKN
Bond company code: VKEI
ISIN: ZAE000180865
(Granted REIT status with the JSE)
("Vukile" or the "Company")


WINDING UP OF THE SHARE PURCHASE PLAN AND RESULTANT DEALING IN SECURITIES BY ASSOCIATES OF DIRECTORS, THE PRESCRIBED 
OFFICER AND THE COMPANY SECRETARY OF THE COMPANY


Shareholders and noteholders are advised that following various consultations, and in response to the preferred
views of most of our shareholder base, the board of directors of Vukile (the "Board") has resolved to wind up
the long-term incentive scheme known as the Share Purchase Plan (the "SPP"), a scheme under which the
Company provided loan funding to participants to acquire Vukile shares in the open market. Given the recent
performance of the Vukile share price, the majority of participants are now at break-even or slightly in the money
on the SPP. As such, the Board has mandated management to implement the winding up of the SPP through the
required on-market dealing in securities.

The SPP has been underwater since the market collapse resulting from the COVID-19 pandemic. Since 2021, it
has been the Company's intention not to approach shareholders to write-off the underwater portion of the loans
but rather to try find a solution that is neutral for the participants, the Company and shareholders alike. Given the
feedback received from shareholders, the Board concluded that the preferred course of action would be to wind
up the scheme on a neutral basis to the Company.

The winding-up of the SPP achieves various objectives, including significantly simplifying the Company's long-
term employee incentive schemes and returning unproductive capital of c.R280 million to the Company which
could be redeployed into earnings accretive opportunities.

Given the various entry price points of participants into the SPP and that a few participants remain marginally
underwater, the Board has approved limited Company facilitation to wind up the SPP in a manner that will ensure
an equitable treatment of all participants and at the same time be earnings neutral to the Company. After various
recent on-market disposals, including those detailed below, approximately 60% of the SPP has now been wound
up, with R168 million returning to the Company. The remaining portion of c.40% will be disposed of over the
coming months to ensure the winding up of the SPP on a neutral basis to the Company.

Further to the above, shareholders and noteholders are advised of the following information relating to dealing in
securities by associates of directors, the prescribed officer, and the company secretary of Vukile in terms of the
winding up of the SPP:

 Name of associate:                                Glenway Investments Proprietary Limited
 Name of director and relationship to director:    LG Rapp, who is the sole director of Glenway Investments
                                                   Proprietary Limited
 Transaction date:                                 20 June 2025
 Class of securities:                              Ordinary shares
 Number of securities:                             2 515 205
 Price per security:                               R20.00
 Total value:                                      R50 304 100.00
 Nature of transaction:                            On-market sale
 Nature and extent of director's interest:         Indirect beneficial
 Clearance to deal received:                       Yes

 Name of associate:                                Business Venture Investment 2108 Proprietary Limited
 Name of prescribed officer and relationship to    LR Cohen, who is the sole director of Business Venture
 prescribed officer:                               Investment 2108 Proprietary Limited
 Transaction date:                                 20 June 2025
 Class of securities:                              Ordinary shares
 Number of securities:                             1 309 674
 Price per security:                               R20.00
 Total value:                                      R26 193 480.00
 Nature of transaction:                            On-market sale
 Nature and extent of director's interest:         Indirect beneficial
 Clearance to deal received:                       Yes

 Name of associate:                                Khehla Property Investments 1984 Proprietary Limited
 Name of director and relationship to director:    IU Mothibeli, who is the sole director of Khehla Property
                                                   Investments 1984 Proprietary Limited
 Transaction date:                                 20 June 2025
 Class of securities:                              Ordinary shares
 Number of securities:                             891 643
 Price per security:                               R20.00
 Total value:                                      R17 832 680.00
 Nature of transaction:                            On-market sale
 Nature and extent of director's interest:         Indirect beneficial
 Clearance to deal received:                       Yes

 Name of associate:                                Naira Malaika Amogelang Investments Propriety Limited
 Name of director and relationship to director:    GS Moseneke, who is the sole director of Naira Malaika
                                                   Amogelang Investments Propriety Limited
 Transaction date:                                 20 June 2025
 Class of securities:                              Ordinary shares
 Number of securities:                             776 552
 Price per security:                               R20.00
 Total value:                                      R15 531 040.00
 Nature of transaction:                            On-market sale
 Nature and extent of director's interest:         Indirect beneficial
 Clearance to deal received:                       Yes

 Name of associate:                                Vicarious Capital Proprietary Limited
 Name of company secretary and relationship to     J Neethling, who is the sole director of Vicarious Capital
 company secretary:                                Proprietary Limited
 Transaction date:                                 20 June 2025
 Class of securities:                              Ordinary shares
 Number of securities:                             562 273
 Price per security:                               R20.00
 Total value:                                      R11 245 460.00
 Nature of transaction:                            On-market sale
 Nature and extent of director's interest:         Indirect beneficial
 Clearance to deal received:                       Yes

24 June 2025


JSE equity and debt sponsor                       NSX sponsor
Java Capital                                      IJG Securities (Pty) Ltd

Date: 24-06-2025 05:30:00
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