Successful completion of the vendor placement and general issue of linked units for cash ANNUITY PROPERTIES LIMITED (Incorporated in the Republic of South Africa) (Registration Number 2011/145994/06) Share code: ANP ISIN: ZAE000165643 (“Annuity” or “the Company”) SUCCESSFUL COMPLETION OF THE VENDOR PLACEMENT AND GENERAL ISSUE OF LINKED UNITS FOR CASH A. VENDOR PLACEMENT Annuity linked unit holders are referred to the announcement released on SENS on 29 July 2013 regarding the acquisition of various properties and private placement. Annuity is hereby pleased to advise linked unit holders that Annuity has successfully raised R163.8 million through a vendor placement (“Vendor Placement”) of 32 111 244 new Annuity linked units at a clean price of R5.10 per linked unit (“Issue Price”). The Issue Price is equivalent to an 8.4% discount to the clean 30 day volume weighted average price on 17 July 2013, being the last day prior to the date on which the placing was authorised by the Annuity board of directors. The new linked units will be listed on the JSE Limited (“JSE”) on 20 September 2013. Accordingly all the conditions precedent have now been fulfilled. B. GENERAL ISSUE OF LINKED UNITS FOR CASH At the annual general meeting of Annuity held on 29 August 2012 the requisite majority of linked unit holders approved an ordinary resolution authorising the directors to issue linked units for cash (“General Authority”) in accordance with the Listings Requirements of the JSE (“Listings Requirements”). Annuity is hereby pleased to advise linked unit holders that Annuity has successfully raised a further R56.8 million through the private placement of 11 138 392 new Annuity linked units, at the Issue Price, via public shareholders as defined in paragraph 4.25 of the Listings Requirements. The Issue Price is equivalent to a 2.7% discount to the clean 30 day volume weighted average price on Monday, 9 September 2013, being the last day prior to the date the Issue Price was agreed. The new linked units will be listed on the JSE on 20 September 2013. The proceeds from the issue of linked units will be utilised to settle Annuity’s liability in respect of the property acquisitions referred to in the SENS announcement dated 29 July 2013. As the new linked units issued under the General Authority represents a 5.9% increase in the issued linked unit capital of the Company, the disclosure below is made in terms of section 11.22 of the Listings Requirements. PRO FORMA FINANCIAL EFFECTS OF THE ISSUE UNDER THE GENERAL AUTHORITY The unaudited pro forma financial effects below (prepared for illustrative purposes only) are the responsibility of the directors of Annuity and have not been reviewed or reported on by the reporting accountant in terms of section 8 of the Listings Requirements. The unaudited pro forma financial effects presented in the table below have been prepared in accordance with the Company's accounting policies and in compliance with IFRS, in order to provide information about the financial results and the financial position of Annuity assuming that the issue under the General Authority had been implemented on 1 April 2012 and 31 March 2013, respectively. Accordingly, such effects do not necessarily represent a true reflection of the financial effects of the issue under the General Authority on Annuity’s current and future earnings. The pro forma information is the responsibility of the directors of Annuity. Pro forma Before the after the issue under issue under General General Authority Authority 1 2, 3 Notes (cents) (cents) Change Basic earnings per linked unit 4 93.00 88.08 -5.3% Diluted basic earnings per linked unit 4 92.57 87.71 -5.3% Headline earnings per linked unit 4 42.65 42.17 -1.1% Diluted headline earnings per linked unit 4 42.45 41.99 -1.1% Net asset value per linked unit 4 522.00 520.00 0.4% Tangible net asset value per linked unit 4 522.00 520.00 0.4% General assumptions and notes: 1. The “Before the issue under General Authority” column is extracted, without adjustment, from the financial statements for the 12 months ended 31 March 2013. 2. The “Pro forma after the issue under General Authority” column has been adjusted to include the increase in cash as a result of the proceeds from the issue. It has been assumed that the net proceeds from the issue have been utilised to settle third party interest bearing liabilities. 3. The issue is assumed to have been implemented on 1 April 2012 for statement of comprehensive income purposes and on 31 March 2013 for statement of financial position purposes. 4. A saving in interest is assumed to result from the repayment of approximately R56,8 million of interest bearing financial liabilities at a cost of 8.3%, being the historical interest rate on the liabilities which are assumed to be repaid from 4 May 2012, and from interest earned on the deposit for the period between 1 April 2012 to 3 May 2012. Illovo 20 September 2013 Lead Investment Bank and Transaction Sponsor to Annuity Investec Bank Limited Joint Investment Bank to Annuity Sasfin Capital (A division of Sasfin Bank Limited) Legal advisors to Annuity Glyn Marais Inc Sponsor to Annuity Rand Merchant Bank (A division of FirstRand Bank Limited) Date: 20/09/2013 11:50:00 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.