VUNANI PROPERTY INVESTMENT FUND LTD - Notice of sale of VPIF linked units

Notice of sale of VPIF linked units

VUNANI PROPERTY INVESTMENT FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2005/019302/06)
JSE code: VPF
ISIN: ZAE000157459
(“the Company” or “VPIF”)

NOTICE OF SALE OF VPIF LINKED UNITS AND DIRECTORS’ INTERESTS
THEREIN AND NOTIFICATION IN TERMS OF SECTION 122(1) OF THE
COMPANIES ACT, 2008 (ACT 71 OF 2008), AS AMENDED

BACKGROUND
Vunani Properties Proprietary Limited (“VP”), a subsidiary of
Vunani Limited (“VL”) holds 18 151 317 linked units in the Company,
equal to approximately 15% of the Company’s issued linked units
(the “VPIF Investment”).

In 2010, Vunani Limited (“VL) and Vunani Capital Proprietary
Limited (“VC”), a wholly owned subsidiary of VL, entered into debt
restructuring agreements with their major lenders (the “ VL Debt
Restructure”). The VL Debt Restructure provided for a moratorium
period on debt and interest payments and allowed VL and VC to
settle a substantial portion of their debt obligations on a
sustainable basis with their lenders. The moratorium period has
ended and VL has agreed with its lenders that the remaining debt
obligations will be settled through the proceeds of the disposal of
the VPIF Investment.

The shareholders of VP have passed a special resolution approving
the sale and unbundling of the VPIF Investment and the proceeds
from the VPIF Investment disposal are to be used to repay loans in
VP including an inter-company loan with VC, and the balance
distributed to shareholders.

The information set out below is in terms of the JSE Limited
Listings Requirements (“Listings Requirements”) as they relate to
dealing in securities by directors and their associates. The
information below reflects their disposal of indirect beneficial
holdings in VPIF through transactions entered into by VP.

It should be noted that VPIF directors are not disposing of their
direct beneficial holdings in VPIF.

In compliance with sections 3.63 to 3.74 of the Listings
Requirements of the JSE Limited, linked unitholders are advised of
the following transactions in the company’s linked units by
associates of directors:

Class of securities:                 Linked units (“lu”)
Date of trades, number of linked     1 200 000 lu on 11 October
units and price:                     2012 at 900 cpu
                                     1 612 903 lu on 9 October
                                     2012 at 930 cpu
Total value of transaction:          R25 799 978
Nature of transactions:              Sales
Where traded:                        Off market (block trade)
The following directors are affected by the above:

NAME              POSITION        NATURE OF          NAME OF
                                  INTEREST           ASSOCIATE AND
                                                     RELATIONSHIP
RF Kane           CEO             Indirect           Director of
                                  beneficial         Vunani
                                                     Properties
                                                     (Pty) Limited
PW Mackenzie      Executive       Indirect           Director of
                  director        beneficial         Vunani
                                                     Properties
                                                     (Pty) Limited
EG Dube           Non-executive   Indirect           Director of
                  director        beneficial         Vunani
                                                     Properties
                                                     (Pty) Limited
CE Chimombe-      Non-executive   Indirect           Director of
Munyoro           director        beneficial         Vunani Limited

NOTIFICATION IN TERMS OF SECTION 122(1) OF THE COMPANIES ACT, 2008
(ACT 71 OF 2008), AS AMENDED (“Companies Act”)
In accordance with paragraph 3.83(b) of the Listings Requirements
and the above section of Companies Act, unitholders are advised
that Vunani Properties (Pty) Limited has notified the Company that
it has decreased its holding in the Company, such that its total
interest in the units of the Company now amounts to 12.7% of the
total issued units.


Sandton
12 October 2012

Independent Lead Sponsor
Grindrod Bank Limited

Corporate Adviser and Joint Sponsor
Vunani Corporate Finance

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