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INVESTEC PROPERTY FUND LIMITED - RESULTS OF GENERAL MEETING AND RIGHTS OFFER FINALISATION ANNOUNCEMENT

Release Date: 27/09/2012 12:49
Code(s): IPF     PDF:  
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RESULTS OF GENERAL MEETING AND RIGHTS OFFER FINALISATION ANNOUNCEMENT

INVESTEC PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 2008/011366/06)
Share code: IPF       ISIN: ZAE000155099
(“Investec Property Fund” or “the Fund”)



RESULTS OF GENERAL MEETING AND RIGHTS OFFER FINALISATION ANNOUNCEMENT



1.   Rights Offer

     Linked unitholders of Investec Property Fund (“Linked Unitholders”) are referred to the announcement released
     on SENS on Thursday, 20 September 2012 wherein the Fund announced the raising of R1.56 billion by way of a
     renounceable Rights Offer of 113,220,000 new Investec Property Fund linked units (“Rights Offer Linked
     Units”) at an issue price of R13.82 per linked unit in the ratio of 66.60 Rights Offer Linked Units for every 100
     linked units held on the record date for the rights offer (“Rights Offer”).

     The Issue Price of R13.82 per linked unit effectively includes an estimated accrued distribution of 57 cents for the
     period from 1 April 2012 to 4 November 2012 which will be distributed to Linked Unitholders when the Fund
     makes its interim distribution during December 2012 and final distribution during June 2013. On this basis, the
     clean price (i.e. excluding the accrued distribution for the applicable periods) at which the Rights Offer Linked
     Units will be issued is R13.25 per linked unit.

     The Rights Offer Linked Units will, upon allotment and issue, rank pari passu with the existing issued Linked
     Units in terms of both voting and dividend rights. Excess applications will be allowed.

2.   Results of general meeting and fulfillment of conditions precedent

     Linked Unitholders are advised that the requisite majority of Unitholders approved all of the ordinary and special
     resolutions tabled at the general meeting of the Fund held today, 27 September 2012. 

     Specifically, Linked Unitholders approved all the necessary resolutions to implement the Giuricich Acquisition
     and the Investec Acquisitions, as defined in the acquisition circular dated 27 August 2012 (“Acquisition
     Circular”) and the authority to issue linked units in terms of the Rights Offer. Furthermore, the JSE has granted
     their approval for the Rights Offer and all documents ancillary thereto, and has granted a listing for the Rights
     Offer Linked Units.

     The board of directors of Investec Property Fund is pleased to advise Linked Unitholders that all of the conditions
     precedent to the Rights Offer have now been fulfilled. Accordingly, the Rights Offer is now unconditional and will
     be implemented in accordance with the timetable set out in paragraph 4 below.

3.   Financial effects of the Rights Offer

     Based on the financial effects previously disclosed in the Acquisition Circular, the table below sets out the
     unaudited pro forma financial effects of the Rights Offer and the Acquisitions. The financial effects are for
     illustrative purposes only, and because of its nature, may not give a fair reflection of the Fund’s financial position
     and results of operations after the Rights Offer. The financial effects are the responsibility of the board of
     directors of the Fund. More detailed financial effects of the Rights Offer are set out in the Rights Offer circular to
     be posted to Linked Unitholders on or about 15 October 2012.
                                                                                 Financial results
                                                                                       for the six-               Impact of the
                                                                                    months ended 31            Rights Offer and
                                                                                         March 2012            Acquisitions for
                                                                                  before the Rights              the six months
                                                                                   Offer and before             ending 31 March
                                                                                  the Acquisitions(1)                      2013
         
         Linked units in issue before Rights Offer and Acquisitions                     170,000,000                           -
         New Linked units issued                                                                  -                 147,220,000
         Distribution per Linked unit (cents) (2),(3)                                        49.29                        52.94
         Net asset value per Linked Unit (cents)                                          1,081.22                     1,180.98
     
     1 Refers to the acquisitions of the Giuricich Properties, Investec Properties, Nonkqubela Mall and Megamark Mall (as defined in
       the acquisition circular dated 27 August 2012) (collectively, “the Acquisitions”)
     
     2 Distribution per linked unit excludes the effects of post-balance sheet events
     
     3 Distribution per linked unit in the “Impact of the Rights Offer and Acquisitions for the six months ending 31 March 2013”
       column shows the incremental distribution per new linked unit

     Notes and assumptions:
     1.     The figures set out in the “Financial results before the Rights Offer and Acquisitions” column above have
            been extracted, without adjustment, from the Fund’s published audited results for the year ended 31 March
            2012.
     2.     Adjustments have been made for the acquisitions of Megamark Mall and Nonkqubela Mall, which
            acquisitions will be funded using the proceeds of the Rights Offer. These have been included for
            completeness.
     3.     34,000,000 linked units are assumed to have been issued pursuant to the Giuricich Acquisition and Investec
            Acquisitions and a further 113,220,000 linked units are assumed to have been issued in terms of the Rights
            Offer.
     4.     Antecedent interest has been excluded as it is assumed that the Rights Offer occurs on 31 March 2012.
            Ordinarily, as the Rights Offer Linked Units would be issued during an income distribution period,
            antecedent interest of R64,535,400 would be recognised as a current liability.

4.   Salient date and times

     The salient dates and times in respect of the Rights Offer are set out below:

                                                                                                                              2012

         Finalisation date announcement released on SENS on                                                 Thursday, 27 September

         Finalisation date announcement published in the press on                                             Friday, 28 September
         
         Last date to trade in linked units on the JSE for settlement by the Record Date and
         to be recorded as a qualifying Linked Unitholder for the purpose of receiving Rights                    Friday, 5 October
         Offer circular
         
         Linked units trade ex-rights on the JSE from                                                            Monday, 8 October
         
         Listing and trading on the JSE of the letters of allocation from the commencement of trade on           Monday, 8 October
         
         Record date in order to be entitled to participate in the Rights Offer (“Record Date") on              Friday, 12 October
                                                                                                               
         Rights Offer opens at 09:00 and the circular, including a form of instruction (where
         applicable), mailed to Linked Unitholders on                                                           Monday, 15 October

         Letters of allocation credited to an electronic account held at the Transfer
         Secretaries in respect of certificated Linked Unitholders on                                           Monday, 15 October
      
         CSDP or broker accounts credited with rights in respect of dematerialised linked units on              Monday, 15 October

         Last day to trade in the letters of allocation on the JSE in order to settle by close of               Friday, 26 October
         the Rights Offer on
      
         Listing and trading on the JSE of Right Offer Linked Units commences at 09:00 on                       Monday, 29 October
      
         Payment to be made, and form of instruction to be lodged, with the Transfer      
         Secretaries by certificated Linked Unitholders by 12:00 on                                              Friday, 2 November

         Rights Offer closes at 12:00 on                                                                         Friday, 2 November

         Record date for letters of allocation on                                                                Friday, 2 November

         Rights Offer Linked Units issued on                                                                     Monday, 5 November
      
         Dematerialised unitholders accounts updated and debited by CSDP or broker with
         rights offer linked units on                                                                            Monday, 5 November

         Results of Rights Offer announced on SENS on                                                            Monday, 5 November

         Results of Rights Offer announced in the press on                                                      Tuesday, 6 November
      
         Refunds (if any) to certificated Linked Unitholders in respect of unsuccessful
         excess applications made and/or linked unit certificates posted on or about                          Wednesday, 7 November

         Dematerialised unitholders accounts updated and debited by CSDP or broker in                         
         respect of any excess linked units allocated on                                                      Wednesday, 7 November
  
     1.   All times indicated in this announcement are South African times.
     2.   Dematerialised Linked Unitholders are required to inform their CSDP or broker of their instructions in terms of the Rights
          Offer in the manner and time stipulated in the agreement governing the relationship between the Linked Unitholder and its
          CSDP or broker.
     3.   Linked unit certificates may not be dematerialised or rematerialised between Monday, 8 October 2012 and Friday, 12
          October 2012, both days inclusive.
     4.   Dematerialised Linked Unitholders will have their accounts at their CSDP or broker automatically credited with their rights
          and certificated Linked Unitholders will have their rights credited to a nominee account at Computershare Investor
          Services Proprietary Limited.

5.   Posting of Rights Offer circular

     Linked Unitholders are advised that the Rights Offer circular setting out the detailed terms of the Rights Offer will
     be posted to Linked Unitholders on or about Monday, 15 October 2012.


Investment Bank and Sponsor
Investec Corporate Finance

Independent Sponsor
Deloitte & Touche Sponsor Services Proprietary Limited

Reporting Accountant
Ernst & Young Inc.

Johannesburg
27 September 2012

Date: 27/09/2012 12:49:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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