Proposed property acquisition and cautionary announcement ANNUITY PROPERTIES LIMITED (formerly Niqsha Beleggings CC) (Incorporated in the Republic of South Africa) (Registration Number 2011/145994/06) Share code: ANP ISIN: ZAE000165643 (“Annuity”) PROPOSED PROPERTY ACQUISITION AND CAUTIONARY ANNOUNCEMENT A. CLEARWATER OFFICE PARK ACQUISITION Annuity is pleased to announce that it has agreed terms with The Leaf Property Fund Trust (“The Leaf Trust”) and Skyprops 92 Proprietary Limited (“Skyprops”) (collectively the “Vendors”) to acquire the Clearwater Office Park, together with all leases and assets forming necessary parts of the letting enterprise as a going concern (the “Clearwater Office Park Letting Enterprise”), situated at corner Christiaan de Wet and Millennium Roads, in Roodepooort, Johannesburg (the “Acquisition”). Detailed financial and property specific information will be published in due course. The Clearwater Office Park, a multi-tenanted A-grade office park comprising of 6 office buildings, is situated in a prime location within the Roodepoort business district, an established commercial and residential node. The property’s close proximity to amenities such as the Clearwater Mall, the Retail Crossing and the N1 and N14 highways place it in very desirable business location. The Clearwater Office Park Letting Enterprise boasts superb modern finishes and offers a high quality tenant profile which underpins the stability of the letting enterprise’s contractual cash flows and future rental growth. The letting enterprise’s highly defensive anchor tenants include Absa Group Limited, Standard Bank Group Limited, Nedbank Group Limited, PSG Group Limited and Mutual & Federal Insurance Company Limited. This Acquisition is consistent with Annuity’s strategy of acquiring high-quality properties that offer long-term distribution and capital growth underpinned by strong underlying cash flows and also presents an opportunity for Annuity to diversify the geographic spread of Annuity’s office portfolio. B. PURCHASE CONSIDERATION The purchase consideration for the Clearwater Office Park Letting Enterprise amounts to R258,525,631 and is payable through cash or issuance of Annuity linked units or a combination thereof. Accordingly Annuity will fund the purchase consideration utilising a combination of debt and/or the issue of new Annuity linked units. C. CONDITIONS PRECEDENT TO THE ACQUISITION The Acquisition is subject to the fulfilment of, inter alia, the following conditions precedent: a) the conclusion of formal deeds of sale for the purchase of the Clearwater Office Park Letting Enterprise by Annuity; b) the Vendors providing Annuity with a gross rental guarantee on all vacant space for a period of 12 months commencing on the date of transfer of the Clearwater Office Park property into the name of Annuity; c) the requisite majority of the Skyprops shareholders adopting a special resolution in terms of Sections 112 and 115 of the Companies Act, No. 71 of 2008, as amended, approving the disposal of the Clearwater Office Park to Annuity; d) the trustees of The Leaf Trust passing a resolution approving the disposal of the Clearwater Office Park to Annuity; e) the completion of a due diligence review to the satisfaction of Annuity; f) the board of directors of Annuity adopting an ordinary resolution approving the Acquisition following the completion of the abovementioned due diligence review; g) Competition Authority approval in terms of the Competition Act 89 of 1998 and, to the extent necessary, the approval of the JSE Limited (“JSE”); and h) the raising of the necessary debt and equity capital required to fund the Acquisition. The agreement shall lapse if any of the conditions precedent referred to above have not been fulfilled or waived on or before 31 July 2013, or such later date as Annuity and the Vendors may agree to in writing. D. CATEGORISATION OF THE ACQUISITION AND CAUTIONARY ANNOUNCEMENT The Acquisition constitutes a category 2 transaction in terms of the Listings Requirements of the JSE and accordingly does not require approval by Annuity linked unit holders. Linked unit holders are hereby advised to exercise caution when dealing in their linked units until a further announcement detailing financial effects and property specific information is made. Illovo 25 February 2013 Lead Investment Bank and Transaction Sponsor to Annuity Joint Investment Bank to Annuity Investec Bank Limited Sasfin Capital (A division of Sasfin Bank Limited) Sponsor to Annuity Rand Merchant Bank (A division of FirstRand Bank Limited) Date: 25/02/2013 08:55:00 Produced by the JSE SENS Department. 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