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INTU PROPERTIES PLC - Acquisition of two Regional Shopping Centres and a Retail Park, and fully Underwritten Rights Issue

Release Date: 20/03/2014 09:35
Code(s): ITU     PDF:  
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Acquisition of two Regional Shopping Centres and a Retail Park, and fully Underwritten Rights Issue

INTU PROPERTIES PLC
(Registration number UK3685527)
ISIN Code: GB0006834344
JSE Code:      ITU


NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO THE UNITED STATES, SWITZERLAND, CANADA, JAPAN OR ANY
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT
NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR
PROSPECTUS EQUIVALENT DOCUMENT. IT IS NOT AN OFFER OF SECURITIES FOR SALE TO U.S.
PERSONS OR IN ANY JURISDICTION, INCLUDING IN OR INTO THE UNITED STATES,
SWITZERLAND, CANADA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO
DO SO. NOTHING IN THIS ANNOUNCEMENT SHOULD BE INTERPRETED AS A TERM OR
CONDITION OF THE RIGHTS ISSUE. ANY DECISION TO PURCHASE, OTHERWISE ACQUIRE,
SUBSCRIBE FOR, SELL OR OTHERWISE DISPOSE OF ANY NEW SHARES MUST BE MADE ONLY ON
THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO
THE PROSPECTUS



20 March 2014

                                              INTU PROPERTIES PLC

   ACQUISITION OF TWO REGIONAL SHOPPING CENTRES AND A RETAIL PARK, AND
 FULLY UNDERWRITTEN RIGHTS ISSUE TO RAISE GROSS PROCEEDS OF £500 MILLION

Introduction
Intu announces that it has entered into agreements with certain Westfield Entities to acquire the Westfield Entities’ and
certain joint venture partners’ 50 per cent. interest in Westfield Merry Hill shopping centre, the Westfield Entities’ and
certain joint venture partners’ 100 per cent. interest in Westfield Derby shopping centre and the Westfield Entities’ 100
per cent. interest in Sprucefield retail park for an aggregate consideration of £867.8 million to be financed by new
debt facilities totalling £423.8 million and a fully underwritten Rights Issue of:

               2 New Shares for every 7 Existing Shares at 180 pence or ZAR32.28 per New Share.

The Rights Issue is intended to raise gross proceeds of approximately £500 million and net proceeds of approximately
£488 million.

The UK Issue Price represents a discount of 42.5 per cent. to the Dividend Adjusted UK Closing Price on 19 March
2014 of 313.2 pence being the last day of trading prior to the announcement of the Rights Issue and a 36.5 per cent.
discount to the theoretical ex-rights share price based on the Dividend Adjusted UK Closing Price on 19 March 2014.

The South African Issue Price represents a discount of 42.1 per cent. to the Dividend Adjusted South African Closing
Price on 19 March 2014 of ZAR55.71 being the last day of trading prior to the announcement of the Rights Issue and
a 36.1 per cent. discount to the theoretical ex-rights share price based on the Dividend Adjusted South African Closing
Price on 19 March 2014.

The Assets:

    •    Merry Hill is a super-regional prime shopping centre in the West Midlands and is located 10 miles west of
         Birmingham. It has 1.4 million sq. ft. over two retail levels with 214 shop units and a further 0.3 million sq.
         ft. of other adjacent retail space and attracts around 25 million customer visits annually. Merry Hill is number
         13 in PMA’s ranking of UK shopping centres;

    •    Derby is an enclosed town centre shopping centre comprising 1.3 million sq. ft. of space with over 180 shop
         units over two levels and a 12 screen cinema and attracts around 25 million customer visits annually. Derby
         is number 18 in PMA’s ranking of UK shopping centres; and

    •    Sprucefield is a retail park in Northern Ireland originally developed in 2003. Sprucefield comprises five retail
         units and has a total floor area of 230,000 sq. ft.

    •    The consideration payable is set out below:

                                               Consideration                   Estimated                 Total
                                                     for the              working capital            consideration
                                                    Assets(1)              at completion
                                                  (£ million)                  (£ million)                 (£ million)

        Merry Hill Target Entities                       407.5                          0.2                     407.7

        Derby Target Entities                            387.5                          2.8                     390.3

        Sprucefield Target Entities                       68.4                          1.4                      69.8

        Total                                            863.4                          4.4                     867.8



         Note:
         (1)     The consideration agreed with the Sellers for the Assets represents the property value as at 6
                 March 2014 for Merry Hill and Sprucefield. For Derby the consideration agreed with the Sellers is
                 £387.5 million which compares to the property value as at 6 March 2014 of £390.0 million.



Together the Assets generate net annual rent of £54.9 million. The Sellers currently hold their interest in Merry Hill
jointly with QIC. Following the Acquisition, QIC will retain its 50 per cent. holding and Intu will be appointed as
asset and development manager for Merry Hill. It is intended that Merry Hill will be rebranded as intu Merry Hill.

Key transaction highlights:

    •    The acquisition of the Assets represents a rare opportunity to acquire a further two prime regional shopping
         centres, consistent with Intu's strategy of focusing on the UK’s largest and most successful destinations;

    •    Merry Hill occupies a strategic West Midlands location filling a gap in Intu’s national coverage and provides
         opportunities to grow rental values and generate capital value growth over the medium term;

    •    The acquisition of Derby provides an attractive income return, with potential for capital growth from yield
         compression;

    •    The acquisition of Sprucefield, at a relatively low capital cost, provides the potential for development of
         further retail space over the longer term;

    •    Acquisition of high quality assets reinforces the Company’s position as the leading owner, developer and
         manager of prime UK regional shopping centres;

    •    EPS accretive transaction in 2014 and overall capital structure maintained, together with the introduction of a
         new partner; and
      •    The Rights Issue is fully underwritten and has received strong support from major shareholders, including
           commitments from the Peel Group and the Gordon Family to take up 67,148,112 New Shares or 24.1 per
           cent. in aggregate pursuant to the Rights Issue. Further support has been received from Coronation Asset
           Management (Proprietary) Limited.

Commenting on the transaction, David Fischel, Chief Executive of Intu, said:

“The transaction is a rare and attractive opportunity to acquire a further two prime shopping centres in line with our
strategy to focus on the UK’s largest and most successful destinations. The acquisition strengthens Intu’s position as
the leading owner, developer and manager of prime UK shopping centres filling in gaps in our national coverage and
extending the footprint of our nationwide consumer facing brand and digital strategy. We are delighted to establish a
partnership with QIC, a major global investor, at Merry Hill.”

The Rights Issue is conditional, amongst other things, upon:

(a)       UK Admission of the New Shares nil paid becoming effective by not later than 8:00 a.m. (London time) on
          31 March 2014 (or such later time and/or date as the Company and the Banks may agree, but provided that the
          Acceptance Date is not later than 2 May 2014);

(b)       South African Admission of the New Shares and the Letters of Allocation to listing and trading on the JSE’s
          Main Board for listed securities becoming effective by not later than the date of UK Admission; and

(c)       the Underwriting Agreement otherwise becoming unconditional in all respects (other than in regard to
          Admission and the South African Admission), and not having been terminated in accordance with its terms
          prior to Admission.

The Acquisition is conditional on certain matters, including the receipt of funds from the Rights Issue and the
Facilities Agreements. In the unlikely event that following Admission the Acquisition does not complete, Intu will use
the proceeds of the Rights Issue to progress its development pipeline and, where possible, for acquisitions that fulfil
the Company’s clear strategic objectives in addition to general corporate purposes.

It is expected that a Prospectus will be published on 20 March 2014 containing full details of the Rights Issue. Once
published, the Prospectus will be made available on the Company’s website (http://www.intugroup.co.uk/), and will
be made available for inspection at its registered office: 40 Broadway, London SW1H 0BT, at the offices of Linklaters
LLP, One Silk Street, London EC2Y 8HQ and at the offices of Merrill Lynch South Africa (Pty) Ltd, 138 West Street,
Sandton, Johannesburg, South Africa 2196.

Rothschild is acting as Sponsor in connection with the Rights Issue and financial adviser in connection with the
Rights Issue and the Acquisition. Merrill Lynch South Africa (Pty) Ltd is acting as Sponsor in South Africa in
connection with the Rights Issue. Merrill Lynch International, UBS Limited and HSBC Bank plc are acting as Joint
Bookrunners in connection with the Rights Issue.



Summary Rights Issue timetable including key scrip dividend dates

                                                                                 UK                                 South Africa

     Transaction announcement                                       Thursday 20 March                           Thursday 20 March

     Record date for Rights Issue                                    Tuesday 25 March                              Friday 4 April

     Nil-paids trading to commence                                    Monday 31 March                             Monday 31 March

     Scrip calculation period (5                             Monday 31 March / Friday                  Monday 31 March / Friday 4
     days)(1)                                                                 4 April                                       April
    Scrip price, currency conversion                                   Monday 7 April                              Monday 7 April
    and scrip ratio announced

    Last date to trade for participation                              Monday 14 April                           Thursday 10 April
    in the Dividend(1)

    Ex date for dividend(1)                                          Tuesday 15 April                             Friday 11 April

    Nil-paids cease trading                                         Thursday 17 April                           Thursday 10 April

    Record date for dividend (1)                                    Thursday 17 April                           Thursday 17 April

    Rights issue closes                                             Thursday 17 April                           Thursday 17 April

    Announcement of results of rights                                Tuesday 22 April                            Tuesday 22 April
    issue

    Settlement/Dealing in new, fully                                 Tuesday 22 April                            Tuesday 22 April
    paid shares starts

    Rump placing                                                   Tuesday 22 April /                          Tuesday 22 April /
                                                                  Wednesday 23 April                           Wednesday 23 April

    Dividend payment date and                                          Tuesday 20 May                              Tuesday 20 May
    admission of scrip shares(2)
   
    (1) New shares pursuant to the Rights Issue will not be entitled to the final dividend but will rank equally to the Existing Shares in all other
    respects. For further details see the scrip dividend announcement released today.

    (2) Dividend subject to approval at Intu’s Annual General Meeting.




This preceding summary should be read in conjunction with the full text of the following announcement and its
appendices. All defined terms have the meaning given to them in Appendix 4 to this announcement.

    Enquiries:
    Intu                                                                                                           +44 (0)20 7960 1200
    David Fischel                                Chief Executive
    Matthew Roberts                              Finance Director
    Kate Bowyer                                  Business Relations Director



    Rothschild                                                                                                     +44 (0)20 7280 5000
    Alex Midgen
    Richard Blackwell
    William Marshall



    BofA Merrill Lynch                                                                                             +44 (0)20 7628 1000
    Simon Mackenzie-Smith
    Ed Peel
    Matthew Blawat

UBS Investment Bank                                                                          +44(0)20 7567 8000
Hew Glyn Davies
Thomas Raynsford



HSBC                                                                                         +44 (0)20 7991 8888
John Herbert
Simon Alexander
Laura Trimble



Hudson Sandler (UK Public Relations)                                                         +44 (0)20 7796 4133
Michael Sandler



Instinctif Partners (SA Public Relations)                                                     +27 (0)11 447 3030
Nick Williams / Frédéric Cornet


Sponsor:

Merrill Lynch South Africa (Pty) Ltd

IMPORTANT NOTICE

This announcement is not a prospectus but an advertisement and investors should not subscribe for or purchase any
New Shares referred to in this announcement except on the basis of the information contained in the Prospectus. No
money, securities or other consideration is being solicited and, if sent in response to the information herein, will not
be accepted.

Any purchase of New Shares in the proposed Rights Issue should be made solely on the basis of the information
contained in the final Prospectus to be issued by the Company in connection with the Rights Issue. The information
contained in this announcement is for background purposes only and no reliance may or should be placed by any
person for any purposes whatsoever on the information contained in this announcement or on its completeness,
accuracy or fairness. The information in this announcement is subject to change.

The date that the New Shares are admitted to trading may be influenced by things such as market conditions. There is
no guarantee that this admission will occur and you should not base your financial decisions on Intu’s intentions in
relation to such admission at this stage. Acquiring investments to which this announcement relates may expose an
investor to a significant risk of losing all of the amount invested. Persons considering making such investments
should consult an authorised person specialising in advising on such investments. This announcement does not
constitute a recommendation or advice concerning the Rights Issue. The value of shares can decrease as well as
increase. Potential investors should consult a professional advisor as to the suitability of the Rights Issue for the
person concerned.

Rothschild is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting exclusively for
Intu and no one else in connection with the Rights Issue and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other
than Intu for providing the protections afforded to clients of Rothschild or for providing advice in relation to the
Rights Issue and Acquisition or any other matters referred to in this announcement.

Merrill Lynch South Africa (Pty) Ltd is a registered sponsor and member of the JSE and is acting exclusively for Intu
and no one else in connection with the Rights Issue and will not regard any other person (whether or not a recipient of
this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other than Intu for
providing the protections afforded to clients of Merrill Lynch South Africa (Pty) Ltd or for providing advice in relation
to the Rights Issue or any other matters referred to in this announcement.

Merrill Lynch International is authorised in the United Kingdom by the Prudential Regulation Authority and
regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is
acting exclusively for Intu and no one else in connection with the Rights Issue and will not regard any other person
(whether or not a recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible
to anyone other than Intu for providing the protections afforded to clients of Merrill Lynch International or for
providing advice in relation to the Rights Issue or any other matters referred to in this announcement.

HSBC Bank plc is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the
United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting
exclusively for Intu and no one else in connection with the Rights Issue and will not regard any other person (whether
or not a recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to
anyone other than Intu for providing the protections afforded to clients of HSBC Bank plc or for providing advice in
relation to the Rights Issue or any other matters referred to in this announcement.

UBS Limited is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting exclusively for
Intu and no one else in connection with the Rights Issue and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other
than Intu for providing the protections afforded to clients of UBS Limited or for providing advice in relation to the
Rights Issue or any other matters referred to in this announcement.

In connection with the Rights Issue, Merrill Lynch International, UBS Limited and HSBC Bank plc and any of their
affiliates, acting as investors for their own accounts, may subscribe for or purchase New Shares and in that capacity
may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such New Shares and other
securities of the Company or related investments in connection with the Rights Issue or otherwise. Accordingly,
references in the Prospectus, once published, to the New Shares being issued, offered, subscribed, acquired, placed or
otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing
by, Merrill Lynch International, UBS Limited and HSBC Bank plc and any of their affiliates acting as investors for
their own accounts. Merrill Lynch International, UBS Limited and HSBC Bank plc do not intend to disclose the
extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to
do so

Apart from the responsibilities and liabilities, if any, that may be imposed on of Rothschild, Merrill Lynch
International, HSBC Bank plc or UBS Limited by, and owed solely to the Financial Conduct Authority no
representation or warranty, express or implied, is made by Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill
Lynch International, HSBC Bank plc or UBS Limited or any person affiliated with Rothschild, Merrill Lynch South
Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited in relation to this document, including
as to the accuracy, completeness or verification of the information set forth in this announcement, in connection with
Intu or the Rights Issue and nothing contained in this announcement is, or shall be relied upon as, a promise or
representation in this respect, whether as to the past or the future. None of Rothschild, Merrill Lynch South Africa
(Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited nor any of their respective Affiliates assumes
any responsibility in relation to this announcement, including its accuracy, completeness or verification and
accordingly they disclaim, to the fullest extent permitted by applicable law, any and all liability whether arising in
tort, contract or otherwise which they might otherwise be found to have in respect of this document or any such
statement.

Each of Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc and UBS
Limited accordingly disclaim to the fullest extent permitted by law all and any responsibility and liability whether
arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this
announcement or any such statement. Each of Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch
International, HSBC Bank plc and UBS Limited and/or their affiliates provide various investment banking,
commercial banking and financial advisory services from time to time to Intu.

No person has been authorised to give any information or to make any representations other than those contained in
this announcement and the Prospectus and, if given or made, such information or representations must not be relied
on as having been authorised by Intu, Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International,
HSBC Bank plc or UBS Limited. Subject to the Listing Rules, the Prospectus Rules and the Disclosure and
Transparency Rules, the issue of this announcement shall not, in any circumstances, create any implication that there
has been no change in the affairs of Intu since the date of this announcement or that the information in it is correct as
at any subsequent date.

The information contained herein is restricted and is not for release, publication or distribution, directly or indirectly,
in whole or in part in, into or from the United States, any Restricted Jurisdictions or any jurisdiction where to do so
would constitute a violation of the relevant laws of such jurisdiction. The Provisional Allotment Letters, Forms of
Instruction, Nil Paid Rights, Fully Paid Rights and/or New Shares have not been and will not be registered under the
securities laws of such jurisdictions and may not be offered, sold, taken up, exercised, resold, renounced, transferred
or delivered, directly or indirectly, within such jurisdictions except pursuant to an exemption from and in compliance
with any applicable securities laws.

No action has been taken by Intu that would permit an offer of the Provisional Allotment Letters, Forms of Instruction,
Nil Paid Rights, Fully Paid Rights and/or New Shares or possession or distribution of this announcement, the
Provisional Allotment Letters, the Forms of Instruction and/or the Prospectus or any other offering or publicity
material in any jurisdiction where action for that purpose is required, other than in the United Kingdom or South
Africa.

The distribution of this announcement, the Prospectus and/or the Provisional Allotment Letters and/or the Forms of
Instruction and/or the transfer or offering of Nil Paid Rights, Fully Paid Rights and/or New Shares into jurisdictions
other than the United Kingdom or South Africa is or may be restricted by law. Persons into whose possession this
announcement or any such document comes should inform themselves about and observe any such restrictions. Any
failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell,
or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be
relied upon in connection with any decision to subscribe for or acquire any of the Nil Paid Rights, Fully Paid Rights
and/or New Shares. In particular, this announcement does not constitute or form part of any offer to issue or sell, or
the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States or any of the
Restricted Jurisdictions in which such an offer or solicitation would be unlawful.

This announcement and the information contained herein does not constitute or form a part of any offer or solicitation
to purchase or subscribe for securities in the United States. This announcement and the information contained herein
are not for distribution, directly or indirectly, in or into the United States (including its territories and possessions,
any State of the United States and the District of Columbia). The Provisional Allotment Letters, Forms of Instruction,
Nil Paid Rights, Fully Paid Rights and/or New Shares have not been, and will not be, registered under the United
States Securities Act of 1933 (the “U.S. Securities Act”) or with any securities regulatory authority of any State or
other jurisdiction. The Placing Shares, Provisional Allotment Letters, Forms of Instruction, Nil Paid Rights, Fully
Paid Rights and/or New Shares may not be offered, sold, taken up, exercised, resold, renounced, transferred or
delivered in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration
requirements of the U.S. Securities Act. There will be no public offer of the Provisional Allotment Letters, Forms of
Instruction, Nil Paid Rights, Fully Paid Rights and/or New Shares in the United States.

The information in this press release may not be forwarded or distributed to any other person and may not be
reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in
whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the U.S. Securities
Act or the applicable laws of other jurisdictions.

No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this
announcement should be interpreted to mean that earnings per share of Intu for the current or future financial years
would necessarily match or exceed the historical published earnings per share of Intu.

This announcement has been issued by, and is the sole responsibility of, the Company. No representation or warranty,
express or implied, is or will be made by, or in relation to, and no responsibility or liability is or will be accepted by
the Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited or
by any of their respective directors, officers, employees, affiliates or agents or by any adviser to the Company or by
any of their affiliates or agents as to or in relation to the accuracy or completeness of this announcement or any other
written or oral information made available to or publicly available to any interested party or its advisers, and any
responsibility or liability therefore is expressly disclaimed (or whether any information has been omitted from this
announcement).

Prices and values of, and income from, securities may go down as well as up and an investor may not get back the
amount invested. It should be noted that past performance is no guide to future performance. Persons needing advice
should consult an independent financial adviser.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from
hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

Cautionary note regarding forward-looking statements
This announcement contains “forward-looking statements” regarding the belief or current expectations of the
Company, the Directors and other members of senior management about the Company’s businesses and the
transactions described in this announcement, including statements relating to possible future write-downs or
movements in property prices and the Company’s capital and financial planning projections. Generally, words such as
“may”, “could”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “seek”, “continue” or
similar expressions identify forward-looking statements.

These forward-looking statements are not guarantees of future performance. Rather, they are based on current views
and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside
the control of the Company and are difficult to predict, that may cause actual results to differ materially from any
future results or developments expressed or implied from the forward-looking statements.

These forward-looking statements speak only as at the date of this announcement. Except as required by the Financial
Conduct Authority,, the London Stock Exchange, the Part VI Rules or applicable law, neither the Company nor
Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited have
any obligation to update or revise publicly any forward-looking statement, whether as a result of new information,
further events or otherwise. Except as required by the Financial Conduct Authority, the London Stock Exchange, the
JSE, the Prospectus Directive, the Listing Rules, the Disclosure and Transparency Rules, the JSE Listing
Requirements or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly
any updates or revisions to any forward-looking statement contained herein to reflect any change in the Company’s
expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is
based.
You are advised to read this announcement and the Prospectus and the information incorporated by reference therein,
in their entirety for a further discussion of the factors that could affect Intu’s future performance and the industries in
which the Group operates. In light of these risks, uncertainties and assumptions, the events described in the forward-
looking statements in this announcement may not occur.

    NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
    OR IN PART, IN OR INTO THE UNITED STATES, SWITZERLAND, CANADA, JAPAN OR ANY
    JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT
    NOTICE AT THE END OF THIS ANNOUNCEMENT.

    THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR
    PROSPECTUS EQUIVALENT DOCUMENT. IT IS NOT AN OFFER OF SECURITIES FOR SALE TO U.S.
    PERSONS OR IN ANY JURISDICTION, INCLUDING IN OR INTO THE UNITED STATES,
    SWITZERLAND, CANADA, JAPAN OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO
    DO SO. NOTHING IN THIS ANNOUNCEMENT SHOULD BE INTERPRETED AS A TERM OR
    CONDITION OF THE RIGHTS ISSUE. ANY DECISION TO PURCHASE, OTHERWISE ACQUIRE,
    SUBSCRIBE FOR, SELL OR OTHERWISE DISPOSE OF ANY NEW SHARES MUST BE MADE ONLY ON
    THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO
    THE PROSPECTUS

                                                INTU PROPERTIES PLC

    Acquisition of two regional shopping centres and a retail park, and fully underwritten Rights Issue to
                                    raise gross proceeds of £500 million

1   Introduction
    Intu Properties plc announces that it has entered into agreements with certain Westfield Entities to acquire the
    Westfield Entities’ and certain joint venture partners’ 50 per cent. interest in Westfield Merry Hill shopping centre, the
    Westfield Entities’ and certain joint venture partners’ 100 per cent. interest in Westfield Derby shopping centre and the
    Westfield Entities’ 100 per cent. interest in Sprucefield retail park (together, the “Assets”) for an aggregate
    consideration of £867.8 million to be financed by new debt facilities and a fully underwritten Rights Issue of:

                   2 New Shares for every 7 Existing Shares at 180 pence or ZAR32.28 per New Share.

    The UK Issue Price represents a discount of 42.5 per cent. to the Dividend Adjusted UK Closing Price on 19 March
    2014 of 313.2 pence being the last day of trading prior to the announcement of the Rights Issue and a 36.5 per cent.
    discount to the theoretical ex-rights share price based on the Dividend Adjusted UK Closing Price on 19 March 2014.

    The South African Issue Price represents a discount of 42.1 per cent. to the Dividend Adjusted South African Closing
    Price on 19 March 2014 of ZAR55.71 being the last day of trading prior to the announcement of the Rights Issue and
    a 36.1 per cent. discount to the theoretical ex-rights share price based on the Dividend Adjusted South African Closing
    Price on 19 March 2014.

    The Rights Issue is intended to raise gross proceeds of approximately £500 million and net proceeds of approximately
    £488 million. The Rights Issue is being made subject to and on the terms set out in the Prospectus to all Qualifying
    Shareholders on the register of members of the Company at the close of business on the relevant Record Date.

    New debt facilities entered into in relation to the Acquisition total £423.8 million. Further details are set out in
    paragraph 8 of this announcement.

    The Acquisition is conditional on certain matters, including the receipt of funds from the Rights Issue and the
    Facilities Agreements described below. In the unlikely event that following Admission the Acquisition does not
    complete, Intu will use the proceeds of the Rights Issue to progress its development pipeline and, where possible, for
    acquisitions that fulfil the Company’s clear strategic objectives in addition to general corporate purposes.
2   Information on Intu
    Intu is the UK’s leading shopping centre owner, developer and manager, with interests, prior to the Acquisition, in 17
    shopping centres including ten of the UK’s top 25 and one of the top centres in Spain. With 18 million sq. ft. of retail,
    catering and leisure space valued at £7.6 billion as at 31 December 2013, Intu’s centres attract around 350 million
    customer visits a year and two-thirds of the UK population live within a 45 minute drive time of one of the centres.

    Intu’s strategy is to provide compelling destinations for shoppers and to be the landlord that retailers want to do
    business with, in order to create long term and sustainable growth in net rental income and thus generate superior
    shareholder returns through dividend growth and capital appreciation over the long term.

    The Board believes that the Group’s scale and focus are key to its successful development and operation of UK prime
    regional shopping centres. As such assets are rarely traded, the Board would expect to consider opportunities that may
    arise to acquire such interests, particularly where the Group’s operating skills can be applied through its specialist
    asset and property management teams.

    Additionally, Intu has a UK development pipeline of £1.2 billion over the next ten years on active management
    projects at most of its centres and major extensions. Funding for this programme will include recycling of existing
    assets including possible disposals and introduction of partners.

    In this context, while there can be no certainty that a transaction will be concluded, Intu has, since announcing its
    results on 28 February 2014, signed non-binding heads of terms with a third party investor to form a joint venture in
    respect of intu Uxbridge. The proposed consideration from the investor for an 80 per cent. interest would represent a
    small premium to the latest market value of intu Uxbridge of £213.9 million. Intu would retain a 20 per cent. interest
    and be appointed as the asset manager of the centre.

3   Information on the Acquisition
    (a)    The terms of the Acquisition
           Pursuant to the Acquisition, Intu will acquire for an aggregate consideration of £867.8 million the Westfield
           Entities’ and certain joint venture partners’ 50 per cent. interest in the corporate entities that hold Merry Hill,
           the Westfield Entities’ and certain joint venture partners’ 100 per cent. interest in the corporate entities that hold
           Derby, and the Westfield Entities’ 100 per cent. interest in the corporate entities that hold Sprucefield as set out
           in more detail in the table below.

                                                  Consideration                   Estimated                 Total
                                                        for the              working capital            consideration
                                                       Assets(1)              at completion
                                                       (£ million)                 (£ million)                (£ million)

           Merry Hill Target Entities                       407.5                          0.2                     407.7

           Derby Target Entities                            387.5                          2.8                     390.3

           Sprucefield Target Entities                       68.4                          1.4                      69.8

           Total                                            863.4                          4.4                     867.8



            Note:
            (1)     The consideration agreed with the Sellers for the Assets represents the property value as at 6
                    March 2014 for Merry Hill and Sprucefield. For Derby the consideration agreed with the Sellers is
                    £387.5 million which compares to the property value as at 6 March 2014 of £390.0 million.
      The difference between the total consideration and the consideration for the Assets is £4.4 million which
      represents the estimated level of the net working capital of the corporate entities being acquired at the expected
      date of completion, which is expected to be around the beginning of May 2014.

      The total consideration will be subject to a net asset value adjustment if the net asset value of (i) the corporate
      entities owning the Assets and (ii) the corporate entities which own these companies and which are held by the
      Sellers (excluding the value of the Assets) at completion of the Acquisition differs from the estimated net asset
      value of the Target Entities.

      Additionally, in the event that Intu secures certain planning consents for the Sprucefield development land
      following the Acquisition, Intu will make an overage payment of an additional £2.5 million to the Sellers.

      The Sellers currently hold their interest in the Merry Hill Target Entities which own the Assets (being English
      limited partnerships) jointly with QIC. Following the Acquisition, QIC will retain its 50 per cent. holding in the
      Merry Hill Target Entities and Intu will become party to the existing partnership agreements with QIC, setting
      out the terms of their relationship as owners of the Merry Hill Target Entities. Intu will be appointed as asset
      and development manager for Merry Hill and it is intended that Merry Hill will be rebranded as intu Merry
      Hill.

      QIC is Australia’s third largest institutional investment manager with over A$75 billion in funds under
      management as at 31 December 2013. It was established in 1991 by the Queensland Government to manage its
      long-term investments and has a client base spanning sovereign wealth funds, superannuation funds and other
      institutional investors. QIC’s Global Real Estate division has around A$11 billion invested in Australian and
      international retail and office assets as at 31 December 2013.

(b)   Information on the Assets
(i)   Merry Hill

      Merry Hill comprises the main shopping centre together with a number of other adjoining, or nearby, assets
      covering a total of 229 acres and providing 1.7 million sq. ft. of retail space. The shopping centre is a super-
      regional centre in the West Midlands and is located 10 miles west of Birmingham, the UK’s second largest city
      by population. Approximately 2.9 million people live within 45 minutes’ drive of Merry Hill.

      The main shopping centre was originally developed in five phases from 1985 to 1990 and a new food court
      was completed in 2009. The 1.4 million sq. ft. scheme is arranged over two retail levels, with seven primary
      mall areas featuring 214 shop units across the centre including seven anchor stores, retail shops and food court
      units (with seating capacity of around 1,200). Approximately 7 per cent. of the centre’s rental income is
      derived from catering and leisure. The centre benefits from around 10,000 free car parking spaces.

      The shopping centre is anchored by Marks & Spencer, Debenhams, Bhs, Primark, Sainsbury’s, Next and Asda.
      The shopping centre currently has an occupancy of approximately 96 per cent. with a weighted average lease
      length of 7.0 years (6.4 years to first break). Merry Hill is number 13 in PMA’s ranking of UK shopping
      centres. The shopping centre attracts around 25 million customer visits annually with an average dwell time of
      just under two hours.

      In addition to the shopping centre, Merry Hill includes nine surrounding mixed-use assets and land parcels,
      which comprise two retail warehouse parks, The Waterfront Properties which comprise a business park, the
      waterfront offices and a leisure complex, a stand-alone Asda supermarket, an industrial estate, a petrol station
      and approximately 47 acres of development land.

      As at 6 March 2014 on the basis of a 50 per cent. interest, Merry Hill had net annual rent of £22.6 million and
      was externally valued at £407.5 million. On a standalone basis and on the basis of a 50 per cent. interest, as at
      6 March 2014, the shopping centre (excluding the surrounding mixed use assets) had net annual rent of £20.2
        million and was externally valued at £371 million reflecting a net initial yield of 5.21 per cent. and a nominal
        equivalent yield of 5.10 per cent.

(ii)    Derby

        Derby is an enclosed town centre shopping centre comprising 1.3 million sq. ft. of space with over 180 shop
        units over two levels and a 12 screen cinema. The centre benefits from more than 3,600 car parking spaces.
        The city of Derby is the third largest city in the East Midlands region with major employers including Rolls
        Royce, Toyota and Bombardier. Approximately 950,000 people live within 30 minutes’ drive of the shopping
        centre.

        The centre is anchored by Marks & Spencer, Debenhams, Cinema De Lux and Sainsbury’s. Derby’s
        predecessor, the Eagle Centre, was opened in 1975 and in 2004 construction started on a new scheme which
        opened in 2007 doubling the size of the original centre. Derby has very high occupancy (99 per cent. as at 31
        December 2013) and weighted average lease length of 7.9 years (7.1 years to first break). Approximately 12
        per cent. of the centre’s rental income is derived from catering and leisure. Derby shopping centre is number
        18 in PMA’s ranking of UK shopping centres. The shopping centre attracts around 25 million customer visits
        annually with an average dwell time of just under 90 minutes.

        As at 6 March 2014 Derby had net annual rent of £28.2 million and was externally valued at £390.0 million
        reflecting a net initial yield of 6.89 per cent. and a nominal equivalent yield of 6.45 per cent.

(iii)   Sprucefield

        Sprucefield is a retail park in Northern Ireland originally developed in 2003. Sprucefield comprises five retail
        units and has a total floor area of 230,000 sq. ft., with around 1,400 car park spaces. Sainsbury’s and B&Q are
        the key anchor tenants.

        The retail park currently has an occupancy of 100 per cent. with a weighted average lease length of 12 years.

        Sprucefield is strategically located just 10 miles from Belfast city centre with excellent accessibility to the A1
        and M1 with routes to Belfast and Dublin. Approximately 1.1 million people live within 45 minutes’ drive of
        Sprucefield.

        As part of the Acquisition, Intu will acquire a further 17.5 acres of development land adjacent to the retail park.

        As at 6 March 2014 Sprucefield had net annual rent of £4.1 million and was externally valued at £68.4 million.
        As at 6 March 2014 the retail units at Sprucefield on a standalone basis (excluding the adjacent development
        land) were externally valued at £66.4 million reflecting net initial yield of 5.86 per cent. and a nominal
        equivalent yield of 5.35 per cent.

(c)     Background to and reasons for the Rights Issue and the Acquisition
        The Board believes that the Acquisition provides a rare opportunity to acquire a further two prime shopping
        centres and conforms with Intu’s focus on the UK’s large-scale, high quality regional shopping centres in prime
        locations that typically outperform secondary locations over the longer term, reflecting the ongoing trend for
        retail trade to gravitate towards the strongest locations. Additionally, Sprucefield represents an opportunity,
        subject to planning, for further retail development on a strategically located site.

        The Board believes that the Acquisition, which will be partially funded by the Rights Issue, is capable of
        generating improved total returns for Shareholders over time for a number of reasons:

(i)     Merry Hill occupies a strategic West Midlands location filling a gap in Intu’s national coverage and
        provides opportunities to grow rental values and generate capital value growth over the medium term:

        •       The Board believes that, although it is a prime regional centre, Merry Hill’s relative position has
                declined in recent years. The centre presents significant opportunities to re-engineer and update the
                          tenant mix encouraging large flagship formats and reducing the number of smaller units to make the
                          centre more relevant for retailers and customers;

                 •        On a square foot basis for a super-regional centre, Merry Hill currently has a relatively low valuation
                          and rental levels. Current headline ITZA rents of £150 per square foot are below the PMA average for a
                          comparable regional shopping centre of £317 per square foot as well as for intu Trafford Centre of £405
                          per square foot and for intu Lakeside of £345 per square foot1;

                 •        The Board is of the view that Merry Hill has the potential to be repositioned over the medium term as a
                          family day out destination with an integrated shopping, dining and leisure experience, extending dwell
                          time, trading hours and catchment;

                 •        The short to medium term business plan for the centre is to pursue a number of initiatives to improve
                          the rental tone of the centre. Key initiatives include:

                          •        rightsizing a number of existing key anchor and major space users to provide the retailers with
                                   the appropriate space to trade at sustainable levels of rents;

                          •        targeting key retailers not currently represented in the centre including international and
                                   aspirational retailers;

                          •        reducing the number of smaller standard units through amalgamation and minimising the number
                                   of short term lettings;

                          •        repositioning the food and beverage and leisure offering in the centre, in particular adding more
                                   restaurants; and

                          •        refreshing the appearance and ambience of the centre through rebranding and improved
                                   promotional activities.

                 •        Any capital expenditure for these initiatives will be incremental to the Group’s existing £1.2 billion UK
                          development pipeline. Disposals of certain of the ancillary assets may be considered which could
                          contribute capital for these initiatives. It is anticipated that, as a result of certain identified asset
                          management initiatives deemed necessary to improve medium-term rental tone, passing rents may fall
                          in the short term. It is expected that capital expenditure on the Assets will be minimal in the short term,
                          in particular prior to detailed plans being progressed with QIC in respect of Merry Hill over the medium
                          term.

         (ii)    The acquisition of Derby provides an attractive income return, with potential for capital growth from yield
                 compression:

                 •        The Board believes Derby provides an opportunity to acquire a modern, prime in-town centre, which is
                          yet to reach its potential following the opening of a major redevelopment in 2007 shortly before the
                          downturn;

                 •        The Board believes there are opportunities to generate additional value at Derby through an asset
                          management strategy which:

                          •        rebalances the proportions of retail, catering and leisure to drive footfall and extend dwell time;
                                   and

                          •        reconfigures existing retail space to realign supply and demand for shop units;

                 •        Rental levels being achieved at present are lower than comparable centres, which when combined with
                          the low vacancy rates presents an opportunity for ERV growth over the medium term. Current headline

        (1)    As at December 2013. Headline ITZA rent relates to the annual rent per square foot after expiry of concessionary periods in terms of Zone A.
                          ITZA rents of £110 per square foot compare to the PMA average for an equivalent centre of £208 per
                          square foot as well as for intu Eldon Square, Newcastle, and Manchester Arndale of £250 per square
                          foot2.

                 •        Key asset management initiatives include:

                          •        refocusing the retailer mix with more aspirational brands to appeal to the more affluent 35 year
                                   old and over customers in the catchment area;

                          •        improving the existing catering offer by adding restaurants in the upper level of the centre to
                                   complement the fast food provision in the food court and as a result broaden the appeal and
                                   provide a further draw in the evening in addition to the cinema;

                          •        reducing the number of short term lettings;

                          •        adding to the customer experience through improved promotional activities; and

                          •        reducing the disparity in appearance and rents between the older and the redeveloped areas.

         (iii)   The acquisition of Sprucefield, at a relatively low capital cost, provides the potential for development of
                 further retail space over the longer term:

                 •        The acquisition of Sprucefield implies a capital value for the retail units at Sprucefield of £66.4 million
                          and a net initial yield of 5.86 per cent.; and

                 •        The 17.5 acres of development land adjacent to the existing retail park valued at £2.0 million have the
                          potential, subject to planning, for further retail development. Intu will consider its options with respect
                          to this site in due course.

         (iv)    Acquisition of high quality assets reinforces the Company’s position as the leading owner, developer and
                 manager of prime UK regional shopping centres:

                 •        Derby and Merry Hill are both prime UK regional shopping centres, an attractive asset class given the
                          on-going trend for retail trade to gravitate towards the strongest destinations. The Board believes that
                          there are many advantages that can be gained through increasing the scale of Intu’s portfolio to enhance
                          returns from the portfolio as a whole including strengthening relationships with major national and
                          international retailers, increased national coverage of all intu centres leading to higher footfall,
                          enhanced commercialisation opportunities and opportunities to deliver operational efficiencies;

                 •        The acquisition of Merry Hill will provide Intu with an important presence in the West Midlands, an
                          area of the UK where it is currently under-represented; and

                 •        The transaction extends Intu’s footprint for its nationwide consumer facing brand and digital strategy.

         (v)     EPS accretive transaction in 2014 and overall capital structure maintained with support from existing
                 investors and a new partner:

                 •        The Board expects the Acquisition to be accretive on an earnings per share basis following the
                          adjustment for the bonus element of the Rights Issue3;

                 •        As at 6 March 2014 the combined net annual rent of the Assets was £54.9 million before an estimated
                          £2 million of further direct costs. It is anticipated that as a result of the Acquisition the Group will incur
                          an additional £2 million per annum of administration costs;



        (2)    As at December 2013. Headline ITZA rent relates to the annual rent per square foot after expiry of concessionary periods in terms of Zone A.
        (3)    This statement does not constitute, and should not be construed as, a profit forecast.
           •      The partnership with QIC on Merry Hill enables a capital-efficient acquisition and offers Intu the
                  opportunity to develop a relationship with a new major global financial partner;

           •      The balance of equity and debt funding is broadly in line with the existing Group capital structure; and

           •      The Rights Issue is supported by the Peel Group, the Gordon Family and Coronation Asset Management
                  (Proprietary) Limited, as described further in paragraph 12 “Shareholder intentions” below.

4   Information on the Rights Issue
    The Rights Issue is intended to raise gross proceeds of £500 million and net proceeds of approximately £488 million.
    The Rights Issue is being fully underwritten by the Underwriters.

    Subject to the fulfilment of, amongst others, the conditions described below, the New Shares will be offered for
    subscription to Qualifying Shareholders by way of Rights at 180 pence per New Share, in respect of Qualifying
    Shareholders other than Qualifying South African Shareholders, or, in the case of Qualifying South African
    Shareholders, ZAR32.28 per New Share, payable in full on acceptance. The Rights Issue will be on the basis of:

                                            2 New Shares for every 7 Existing Shares

    held by and registered in the names of Qualifying Shareholders (other than, subject to certain exceptions, Qualifying
    Shareholders resident or with registered addresses in the United States or any of the Restricted Jurisdictions) on the
    relevant Record Date and otherwise on the terms and conditions set out in the Prospectus and, in the case of
    Qualifying Non-CREST Shareholders or Qualifying South African Shareholders holding certificated Shares (other
    than, subject to certain exceptions, such Shareholders resident or with registered addresses in the United States or any
    of the Restricted Jurisdictions), the Provisional Allotment Letters or Forms of Instruction respectively.

    The UK Issue Price represents a discount of 42.5 per cent. to the Dividend Adjusted UK Closing Price of 313.2 pence
    on 19 March 2014, being the last day of trading prior to the announcement of the Rights Issue and a 36.5 per cent.
    discount to the theoretical ex-rights share price based on the Dividend Adjusted UK Closing Price on 19 March 2014.

    The South African Issue Price represents a discount of 42.1 per cent. to the Dividend Adjusted South African Closing
    Price of ZAR55.71 on 19 March 2014, being the last day of trading prior to the announcement of the Rights Issue and
    a 36.1 per cent. discount to the theoretical ex-rights share price based on the Dividend Adjusted South African Closing
    Price on 19 March 2014.

    Entitlements to New Shares arising under the Rights Issue will be rounded down to the nearest whole number and
    fractional entitlements will not be allotted to Qualifying Shareholders but will be aggregated and placed in the market
    for the benefit of the Company. Holdings of Existing Shares in certificated form and uncertificated form will be
    treated as separate holdings for the purpose of calculating entitlements under the Rights Issue.

    The Rights Issue is conditional upon:

    (a)    UK Admission of the New Shares nil paid becoming effective by not later than 8:00 a.m. (London time) on
           31 March 2014 (or such later time and/or date as the Company and the Banks may agree, but provided that the
           Acceptance Date is not later than 2 May 2014);

    (b)    South African Admission of the New Shares and the Letters of Allocation to listing and trading on the JSE’s
           Main Board for listed securities becoming effective by not later than the date of UK Admission; and

    (c)    the Underwriting Agreement otherwise becoming unconditional in all respects (other than in regard to
           Admission and the South African Admission), and not having been terminated in accordance with its terms
           prior to Admission.

    The Existing Shares are listed on the premium segment of the Official List and traded on the London Stock
    Exchange’s main market for listed securities. Applications have been made for the New Shares to be admitted to
    listing on the premium segment of the Official List and to trading on the London Stock Exchange’s main market for
         listed securities. It is expected that Admission will become effective and dealings will commence (nil paid) in the New
         Shares at 8:00 a.m. (London time) on 31 March 2014 and dealings in the New Shares (fully paid) will commence at
         8:00 a.m. (London time) on 22 April 2014.

         The Existing Shares have a secondary listing, and are traded, on the Main Board of the JSE. Application has been
         made to JSE Ltd for the Letters of Allocation and the New Shares to be admitted to listing and trading on the Main
         Board of the JSE. It is expected that South African Admission will become effective and that dealings on the JSE in
         the Letters of Allocation (on a deferred settlement basis) will commence at 9:00 a.m. (Johannesburg time) on
         31 March 2014 and in the New Shares (on a deferred settlement basis) will commence at 9:00 a.m. (Johannesburg
         time) on 11 April 2014 and in the New Shares (fully paid) will commence at 9:00 a.m. (Johannesburg time) on 22
         April 2014.

         The expected timetables are set out in Appendices 1 and 2. Any changes to the timetable of the Rights Issue will be
         announced by the Company in accordance with applicable rules in the United Kingdom and South Africa.

         The New Shares will, when issued and fully paid, rank pari passu in all respects with the Existing Shares and will
         rank in full for all dividends and distributions thereafter declared, made or paid on the share capital of the Company,
         save in respect of any dividend or distribution with a record date falling before the date of the issue of the New
         Shares, including the recommended final dividend for 2013.

         The Rights Issue will result in the issue of 278,241,628 New Shares, which will form approximately 22.2 per cent. of
         the Shares in issue immediately following the Rights Issue.

         The Company has entered into hedging arrangements comprising a combination of a forward sale and an option to
         mitigate currency movements between the announcement and settlement of the Rights Issue.

         The full terms and conditions of the Rights Issue will be set out in the Prospectus. The net proceeds of the Rights
         Issue together with the new debt facilities will be used to fund the Acquisition and associated costs which are
         estimated to be £18.0 million4. Any excess proceeds will be used for a combination of progressing the initiatives
         identified at the Assets, progressing the Company’s development pipeline and general corporate purposes.

5        Financial position, current trading and prospects
         As announced on 28 February 2014, the Group made progress during the year ended 31 December 2013 and ended
         the year better positioned to create long term value through opportunities afforded by the changing retail landscape
         through: (i) cultural change as a result of the Group’s rebranding; (ii) important milestones reached within the
         development pipeline; and (iii) new debt and equity improving the Group’s financial position.

         The financial highlights of the year ended 31 December 2013 are set out below:

         •        underlying earnings per share of 15.0 pence (2012 – 16.1 pence) reflecting £10 million impact of tenants who
                  entered administration in late 2012 and early 2013;

         •        an increase in property valuations of 1.8 per cent., comparing favourably with the IPD index, which increased
                  0.8 per cent.;

         •        a total property return of 7.3 per cent. (2012 – 6.0 per cent.); and

         •        net asset value per share of 380 pence (diluted, adjusted) reduced by 12 pence from 392 pence, including a
                  reduction of 15 pence from early termination of interest rate swaps and a 7 pence dilution from the equity
                  raising for the acquisition of Midsummer Place.




     (4) Associated costs include stamp duty (£4 million), debt arrangement fees (£5 million), advisers’ fees (£3 million) and integration costs (£2 million).

         Future prospects
         The Directors are encouraged that the UK economy continued to recover during 2013. While household purchasing
         power remains under pressure, there are signs of returning confidence and increasing appetite for lending. The
         Directors believe that well configured space in prime shopping centres such as Intu’s will become increasingly
         important as retail businesses adapt to the challenge of changing shopping habits.

         Looking forward to the remainder of 2014, the relative stability of the second half of 2013 has enabled the Group to
         prepare for upcoming developments by holding space vacant or on flexible terms to enable a timely start to a number
         of development projects. Additionally, the Directors believe that the benefit of new lettings in 2013 will be more than
         offset by (i) lease expiry concentrations; and (ii) the residual impact of 2013 tenant failures. The Directors expect the
         combination of these factors to lead to a further year of reduced like-for-like net rental income in 2014. However, the
         Directors expect that the Group’s development projects, tenant mix repositioning and effective asset management
         approach will significantly enhance the long term total return of the business.

6        Dividend and dividend policy
         The Directors have recommended a final dividend of 10.0 pence per share bringing the amount paid and payable in
         respect of 2013 to 15.0 pence per share. New Shares issued pursuant to the Rights Issue will not be entitled to this
         final dividend.

         Applying the indicative bonus factor element5 of the Rights Issue to the total 2013 dividend shows that following the
         Rights Issue the dividend of 15.0 pence per share would equate to approximately 13.6 pence per share. In the short
         term, subject to performance and available resources, the Company would seek to maintain that level of dividend.

         Over the medium term, subject to performance and available resources, the Company would aim to grow the dividend
         as the appropriate coverage levels increase.

7        Financial impact of the Acquisition and the Rights Issue
         It is expected that the Acquisition will be accretive to earnings per Ordinary Share in 2014 following the Acquisition
         following the adjustment for the bonus element of the Rights Issue6.

8        Debt financing
         Intu has entered into three debt facilities to raise £423.8 million to provide financing for the Acquisition. Individual
         facilities have been raised and secured on each of the Assets. The three facilities have a weighted average all-in annual
         cost of 2.5 per cent. for the first year. All three facilities have a margin step-up after twelve months7 and further step-
         ups after each additional six month period.

         Intu has entered into a £191.3 million facility agreement with Deutsche Bank AG, London Branch and HSBC Bank
         plc to provide debt secured against its 50 per cent. stake in Merry Hill with a final maturity in September 2016 (with a
         one year extension option). In 2012 QIC issued a CMBS against its 50 per cent. share of Merry Hill which matures in
         2016. It is anticipated that in due course both parties will refinance their respective debt secured against their holdings
         in Merry Hill through borrowing secured at the asset level.




    (5) Based on the Dividend Adjusted UK Closing Price on 19 March 2014 of 313.2 pence being the last day of trading prior to the announcement of the
Rights Issue. The final bonus factor element of the Rights Issue will be based on the Dividend Adjusted UK Closing Price in pounds sterling of an
Existing Share trading on the London Stock Exchange on the last day of trading prior to the Existing Shares being marked “ex” which is expected to be 28
March 2014.
    (6)    This statement does not constitute, and should not be construed as, a profit forecast.
    (7)    After the first 12 months the margin step ups are 50 basis points for Merry Hill and Derby and 15 basis points for Sprucefield.
    Intu has entered into a £202.5 million facility agreement with Lloyds Bank plc and UBS AG, London Branch to
    provide debt secured against Derby with a final maturity in October 2016. It is intended that in due course this facility
    will be refinanced through the Group’s Secured Group Structure.

    Intu has entered into a £30.0 million facility agreement with HSBC Bank plc to provide debt secured against
    Sprucefield with a final maturity in September 2016.

    The combined loan to value ratio for the Acquisition is 48.9 per cent., which is broadly in line with that of the Group
    as at 31 December 2013.

9   Intu Share Plans
    The options and awards granted and subsisting under the Intu Share Plans (other than Intu’s Share Incentive Plan (the
    “SIP”)) may be adjusted by the Company to take account of the Rights Issue in accordance with the rules of the
    relevant scheme. Such adjustments will not be made until after the Rights Issue and, in the case of the Company’s
    Approved Scheme, will require the approval of HMRC.

    Relevant participants will be contacted separately with further information on how their options and/or awards may be
    affected by the Rights Issue. Participants in the SIP or in joint ownership arrangements will be contacted separately
    about their rights under the Rights Issue.

10 Convertible Bonds
    The conversion price of the Peel Convertible Bonds may be required to be adjusted by the Company to take account
    of the Rights Issue in accordance with the terms and conditions of the Peel Convertible Bonds. The exchange price of
    the 2018 Convertible Bonds may be required to be adjusted by the Company to take account of the Rights Issue in
    accordance with the terms and conditions of the 2018 Convertible Bonds.

    Bondholders will be notified of any adjustment to the conversion price or the exchange price, as the case may be, as
    soon as practicable following any determination in respect thereof, as provided in the relevant terms and conditions.

11 Action to be taken
    In relation to the Rights Issue, if you are a:

    •      Qualifying Non-CREST Shareholder (other than, subject to certain exceptions, a Qualifying Non-CREST
           Shareholder with a registered address in the United States or any of the Restricted Jurisdictions), you will be
           sent a Provisional Allotment Letter giving you details of your Nil Paid Rights by post;

    •      Qualifying South African Shareholder who holds Shares in certificated form (other than, subject to certain
           exceptions, a Qualifying South African Shareholder with a registered address in the United States or any of the
           Restricted Jurisdictions), you will be sent a Form of Instruction giving you details of your Letters of Allocation
           by registered mail;

    •      Qualifying CREST Shareholder (other than, subject to certain exceptions, a Qualifying CREST Shareholder
           with a registered address in the United States or any of the Restricted Jurisdictions), you will receive a credit to
           your appropriate stock accounts in CREST in respect of your Nil Paid Rights; and

    •      Qualifying South African Shareholder who holds Shares in uncertificated form (other than, subject to certain
           exceptions, if you are a Qualifying South African Shareholder with a registered address in the United States or
           any of the Restricted Jurisdictions) your CSDP/broker account in Strate will be credited with tradable Letters
           of Allocation in respect of your Nil Paid Rights. You should be contacted by your CSDP or stockbroker (as the
           case may be) who will provide you with instructions on how you can exercise your rights to subscribe for New
           Shares on the basis of the terms of the Rights Issue in accordance with the terms of the custody agreement
           between you and your CSDP or stockbroker.
    The latest time and date for acceptance and payment in full in respect of the Rights Issue by Qualifying Shareholders
    (other than South African Qualifying Shareholders) is expected to be 11:00 a.m. (London time) on 17 April 2014,
    unless otherwise announced by the Company.

    In respect of South African Qualifying Shareholders the latest time and date for acceptance and payment in full in
    respect of the Rights Issue is expected to be 12:00 p.m. (Johannesburg time) on 17 April 2014, unless otherwise
    announced by the Company.

    The attention of Overseas Shareholders or any person who is holding Existing Shares for the benefit of Overseas
    Shareholders (including, without limitation, custodians, nominees and trustees) who has a contractual or other legal
    obligation to forward the Prospectus or any Provisional Allotment Letter or Form of Instruction into a jurisdiction
    other than the United Kingdom or Republic of South Africa is drawn to paragraph 9 of Section 2 of Part III of the
    Prospectus when it is published. The offer of New Shares and the Rights Issue will not be made into certain
    territories. Subject to the provisions of paragraph 9 of Section 2 of Part III of the Prospectus, Qualifying Shareholders
    with a registered address, or who are located or resident, in the United States or any of the Restricted Jurisdictions will
    not be sent a Prospectus, Provisional Allotment Letter or Form of Instruction and will not have their CREST accounts
    credited with Nil Paid Rights or Strate accounts credited with tradable Letters of Allocation in respect of Nil Paid
    Rights.

    If you are in any doubt as to the action you should take, you should immediately seek your own financial advice from
    your stockbroker, solicitor, accountant, fund manager or other appropriate independent financial adviser authorised
    under the FSMA if you are in the United Kingdom or, if you are outside the United Kingdom, by another
    appropriately authorised independent financial adviser.

12 Shareholder intentions
    The Peel Group has undertaken to the Company to take up its full entitlements pursuant to the Rights Issue in respect
    of 188,946,817 Ordinary Shares, being the 185,096,817 Ordinary Shares currently held by the wholly owned
    subsidiaries of Peel Chapel Holdings (IOM) Limited and a further 3,850,000 Ordinary Shares expected to be
    transferred by other members of the Peel Group to such companies. The Company understands that such further
    Ordinary Shares and the Rights and New Shares to be issued to such companies will be subject to the same security as
    such companies have previously granted in respect of their current shareholdings in the Company.

    Members of the Gordon Family or their related entities have undertaken to the Company to take up at least half of
    their entitlements pursuant to the Rights Issue in respect of their holding of 92,143,204 Ordinary Shares.

    Together, the Peel Group and the Gordon Family have undertaken to take up 67,148,112 New Shares, representing
    24.1 per cent. of the New Shares to be issued pursuant to the Rights Issue.

    Coronation Asset Management (Proprietary) Limited, the Company’s second largest shareholder, has informed the
    Company that it is supportive of the Rights Issue.

13 Directors’ intentions
    The Directors currently beneficially own, in aggregate, 198,341,548 Ordinary Shares, representing approximately 20.4
    per cent. of the Company’s share capital as at 17 March 2014, being the latest practicable date prior to the publication
    of the Prospectus, and currently intend to take up (or procure the taking up of) their entitlement to New Shares in full.
    Such number of Ordinary Shares includes the Ordinary Shares held by the Peel Group and the Ordinary Shares held
    by Richard Gordon which are the subject of the undertaking by the Gordon Family as set out in paragraph 12 above.

Enquiries:
Intu                                                                                           +44 (0)20 7960 1200
David Fischel                         Chief Executive
Matthew Roberts                      Finance Director
Kate Bowyer                          Business Relations Director



Rothschild                                                                                   +44 (0)20 7280 5000
Alex Midgen
Richard Blackwell
William Marshall



BofA Merrill Lynch                                                                           +44 (0)20 7628 1000
Simon Mackenzie-Smith
Ed Peel
Matthew Blawat



UBS Investment Bank                                                                          +44(0)20 7567 8000
Hew Glyn Davies
Thomas Raynsford



HSBC                                                                                         +44 (0)20 7991 8888
John Herbert
Simon Alexander
Laura Trimble



Hudson Sandler (UK Public Relations)                                                         +44 (0)20 7796 4133
Michael Sandler



Instinctif Partners (SA Public Relations)                                                     +27 (0)11 447 3030
Nick Williams / Frédéric Cornet



IMPORTANT NOTICE

This announcement is not a prospectus but an advertisement and investors should not subscribe for or purchase any
New Shares referred to in this announcement except on the basis of the information contained in the Prospectus. No
money, securities or other consideration is being solicited and, if sent in response to the information herein, will not
be accepted.

Any purchase of New Shares in the proposed Rights Issue should be made solely on the basis of the information
contained in the final Prospectus to be issued by the Company in connection with the Rights Issue. The information
contained in this announcement is for background purposes only and no reliance may or should be placed by any
person for any purposes whatsoever on the information contained in this announcement or on its completeness,
accuracy or fairness. The information in this announcement is subject to change.
The date that the New Shares are admitted to trading may be influenced by things such as market conditions. There is
no guarantee that this admission will occur and you should not base your financial decisions on Intu’s intentions in
relation to such admission at this stage. Acquiring investments to which this announcement relates may expose an
investor to a significant risk of losing all of the amount invested. Persons considering making such investments
should consult an authorised person specialising in advising on such investments. This announcement does not
constitute a recommendation or advice concerning the Rights Issue. The value of shares can decrease as well as
increase. Potential investors should consult a professional advisor as to the suitability of the Rights Issue for the
person concerned.

Rothschild is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting exclusively for
Intu and no one else in connection with the Rights Issue and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other
than Intu for providing the protections afforded to clients of Rothschild or for providing advice in relation to the
Rights Issue and Acquisition or any other matters referred to in this announcement.

Merrill Lynch South Africa (Pty) Ltd is a registered sponsor and member of the JSE and is acting exclusively for Intu
and no one else in connection with the Rights Issue and will not regard any other person (whether or not a recipient of
this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other than Intu for
providing the protections afforded to clients of Merrill Lynch South Africa (Pty) Ltd or for providing advice in relation
to the Rights Issue or any other matters referred to in this announcement.

Merrill Lynch International is authorised in the United Kingdom by the Prudential Regulation Authority and
regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is
acting exclusively for Intu and no one else in connection with the Rights Issue and will not regard any other person
(whether or not a recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible
to anyone other than Intu for providing the protections afforded to clients of Merrill Lynch International or for
providing advice in relation to the Rights Issue or any other matters referred to in this announcement.

HSBC Bank plc is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the
United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting
exclusively for Intu and no one else in connection with the Rights Issue and will not regard any other person (whether
or not a recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to
anyone other than Intu for providing the protections afforded to clients of HSBC Bank plc or for providing advice in
relation to the Rights Issue or any other matters referred to in this announcement.

UBS Limited is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority and is acting for Intu and no
one else in connection with the Rights Issue and will not regard any other person (whether or not a recipient of this
announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other than Intu for
providing the protections afforded to clients of UBS Limited or for providing advice in relation to the Rights Issue or
any other matters referred to in this announcement.

In connection with the Rights Issue, Merrill Lynch International, UBS Limited and HSBC Bank plc and any of their
affiliates, acting as investors for their own accounts, may subscribe for or purchase New Shares and in that capacity
may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such New Shares and other
securities of the Company or related investments in connection with the Rights Issue or otherwise. Accordingly,
references in the Prospectus, once published, to the New Shares being issued, offered, subscribed, acquired, placed or
otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing
by, Merrill Lynch International, UBS Limited and HSBC Bank plc and any of their affiliates acting as investors for
their own accounts. Merrill Lynch International, UBS Limited and HSBC Bank plc do not intend to disclose the
extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to
do so.
Apart from the responsibilities and liabilities, if any, that may be imposed on of Rothschild Merrill Lynch
International, HSBC Bank plc or UBS Limited by, and owed solely to the Financial Conduct Authority, no
representation or warranty, express or implied, is made by Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill
Lynch International, HSBC Bank plc or UBS Limited or any person affiliated with Rothschild, Merrill Lynch South
Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited in relation to this document, including
as to the accuracy, completeness or verification of the information set forth in this announcement, in connection with
Intu or the Rights Issue and nothing contained in this announcement is, or shall be relied upon as, a promise or
representation in this respect, whether as to the past or the future. None of Rothschild, Merrill Lynch South Africa
(Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited nor any of their respective Affiliates assumes
any responsibility in relation to this announcement, including its accuracy, completeness or verification and
accordingly they disclaim, to the fullest extent permitted by applicable law, any and all liability whether arising in
tort, contract or otherwise which they might otherwise be found to have in respect of this document or any such
statement.

Each of Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc and UBS
Limited accordingly disclaim to the fullest extent permitted by law all and any responsibility and liability whether
arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this
announcement or any such statement. Each of Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch
International, HSBC Bank plc and UBS Limited and/or their affiliates provide various investment banking,
commercial banking and financial advisory services from time to time to Intu.

No person has been authorised to give any information or to make any representations other than those contained in
this announcement and the Prospectus and, if given or made, such information or representations must not be relied
on as having been authorised by Intu, Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International,
HSBC Bank plc or UBS Limited. Subject to the Listing Rules, the Prospectus Rules and the Disclosure and
Transparency Rules, the issue of this announcement shall not, in any circumstances, create any implication that there
has been no change in the affairs of Intu since the date of this announcement or that the information in it is correct as
at any subsequent date.

The information contained herein is restricted and is not for release, publication or distribution, directly or indirectly,
in whole or in part in, into or from the United States, any Restricted Jurisdictions or any jurisdiction where to do so
would constitute a violation of the relevant laws of such jurisdiction. The Provisional Allotment Letters, Forms of
Instruction, Nil Paid Rights, Fully Paid Rights and/or New Shares have not been and will not be registered under the
securities laws of such jurisdictions and may not be offered, sold, taken up, exercised, resold, renounced, transferred
or delivered, directly or indirectly, within such jurisdictions except pursuant to an exemption from and in compliance
with any applicable securities laws.

No action has been taken by Intu that would permit an offer of the Provisional Allotment Letters, Forms of Instruction,
Nil Paid Rights, Fully Paid Rights and/or New Shares or possession or distribution of this announcement, the
Provisional Allotment Letters, the Forms of Instruction and/or the Prospectus or any other offering or publicity
material in any jurisdiction where action for that purpose is required, other than in the United Kingdom or South
Africa.

The distribution of this announcement, the Prospectus and/or the Provisional Allotment Letters and/or the Forms of
Instruction and/or the transfer or offering of Nil Paid Rights, Fully Paid Rights and/or New Shares into jurisdictions
other than the United Kingdom or South Africa is or may be restricted by law. Persons into whose possession this
announcement or any such document comes should inform themselves about and observe any such restrictions. Any
failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell,
or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be
relied upon in connection with any decision to subscribe for or acquire any of the Nil Paid Rights, Fully Paid Rights
and/or New Shares. In particular, this announcement does not constitute or form part of any offer to issue or sell, or
the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States or any of the
Restricted Jurisdictions in which such an offer or solicitation would be unlawful.

This announcement and the information contained herein does not constitute or form a part of any offer or solicitation
to purchase or subscribe for securities in the United States. This announcement and the information contained herein
are not for distribution, directly or indirectly, in or into the United States (including its territories and possessions,
any State of the United States and the District of Columbia). The Provisional Allotment Letters, Forms of Instruction,
Nil Paid Rights, Fully Paid Rights and/or New Shares have not been, and will not be, registered under the United
States Securities Act of 1933 (the “U.S. Securities Act”) or with any securities regulatory authority of any State or
other jurisdiction. The New Shares, Provisional Allotment Letters, Forms of Instruction, Nil Paid Rights, Fully Paid
Rights and/or New Shares may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered in
the United States except pursuant to an exemption from, or in a transaction not subject to, the registration
requirements of the U.S. Securities Act. There will be no public offer of the Provisional Allotment Letters, Forms of
Instruction, Nil Paid Rights, Fully Paid Rights and/or New Shares in the United States.

The information in this press release may not be forwarded or distributed to any other person and may not be
reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in
whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the U.S. Securities
Act or the applicable laws of other jurisdictions.

No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this
announcement should be interpreted to mean that earnings per share of Intu for the current or future financial years
would necessarily match or exceed the historical published earnings per share of Intu.

This announcement has been issued by, and is the sole responsibility of, the Company. No representation or warranty,
express or implied, is or will be made by, or in relation to, and no responsibility or liability is or will be accepted by
the Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited or
by any of their respective directors, officers, employees, affiliates or agents or by any adviser to the Company or by
any of their affiliates or agents as to or in relation to the accuracy or completeness of this announcement or any other
written or oral information made available to or publicly available to any interested party or its advisers, and any
responsibility or liability therefore is expressly disclaimed (or whether any information has been omitted from this
announcement).

Prices and values of, and income from, securities may go down as well as up and an investor may not get back the
amount invested. It should be noted that past performance is no guide to future performance. Persons needing advice
should consult an independent financial adviser.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from
hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

Cautionary note regarding forward-looking statements
This announcement contains “forward-looking statements” regarding the belief or current expectations of the
Company, the Directors and other members of senior management about the Company’s businesses and the
transactions described in this announcement, including statements relating to possible future write-downs or
movements in property prices and the Company’s capital and financial planning projections. Generally, words such as
“may”, “could”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “seek”, “continue” or
similar expressions identify forward-looking statements.

These forward-looking statements are not guarantees of future performance. Rather, they are based on current views
and assumptions and involve known and unknown risks, uncertainties and other factors, many of which are outside
the control of the Company and are difficult to predict, that may cause actual results to differ materially from any
future results or developments expressed or implied from the forward-looking statements.
These forward-looking statements speak only as at the date of this announcement. Except as required by the Financial
Conduct Authority, the London Stock Exchange, the Part VI Rules or applicable law, neither the Company nor
Rothschild, Merrill Lynch South Africa (Pty) Ltd, Merrill Lynch International, HSBC Bank plc or UBS Limited have
any obligation to update or revise publicly any forward-looking statement, whether as a result of new information,
further events or otherwise. Except as required by the Financial Conduct Authority, the London Stock Exchange, the
JSE, the Prospectus Directive, the Listing Rules, the Disclosure and Transparency Rules, the JSE Listing
Requirements or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly
any updates or revisions to any forward-looking statement contained herein to reflect any change in the Company’s
expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is
based.

You are advised to read this announcement and the Prospectus and the information incorporated by reference therein,
in their entirety for a further discussion of the factors that could affect Intu’s future performance and the industries in
which the Group operates. In light of these risks, uncertainties and assumptions, the events described in the forward-
looking statements in this announcement may not occur.
                                              APPENDIX 1
                     EXPECTED TIMETABLE OF PRINCIPAL EVENTS IN THE UNITED KINGDOM

      Each of the times and dates in the table below is indicative only and may be subject to change. The times in this
      timetable are London times.

Approval of prospectus by UKLA and Rights Issue announcement ................................                                                       Thursday 20 March 2014
Restrictions on transfers between UK Register and SA Register begin ................................ 5:00 p.m. on Thursday 20 March 2014
Record Date for entitlement under the Rights Issue for Qualifying CREST
                                                                                                          6:00
Shareholders and Qualifying Non-CREST Shareholders................................................................ p.m. on Tuesday 25 March 2014
Despatch of Provisional Allotment Letters (to Qualifying Non-CREST
Shareholders only)(1) ................................................................................................                                Friday 28 March 2014
Notice to be published in the London Gazette ................................................................                                         Friday 28 March 2014
Start of subscription period ................................................................................................                        Monday 31 March 2014

Dealings in New Shares, nil paid, commence on the London Stock
Exchange(2) ................................................................................................................................ a.m. on Monday 31 March 2014
                                                                                                                                       8:00
Existing Shares marked “ex” by the London Stock Exchange................................                                                 8:00 a.m. on Monday 31 March 2014
Nil Paid Rights credited to stock accounts in CREST (Qualifying CREST
Shareholders only)(1) ................................................................................................                   8:00 a.m. on Monday 31 March 2014
                                                                                                              8:00 a.m. on Monday 31 March 2014
Nil Paid Rights and Fully Paid Rights enabled in CREST ................................................................
Recommended latest time and date for requesting withdrawal of Nil Paid
Rights and Fully Paid Rights from CREST (i.e. if your Nil Paid Rights and
Fully Paid Rights are in CREST and you wish to convert them to certificated
form) ................................................................................................................................     4:30 p.m. on Friday 11 April 2014
Latest time for depositing renounced Provisional Allotment Letters, nil or fully
paid, into CREST or for dematerialising Nil Paid Rights or Fully Paid Rights
into a CREST stock account (i.e. if your Nil Paid Rights and Fully Paid Rights
are represented by a Provisional Allotment Letter and you wish to convert them
to uncertificated form) ................................................................................................                  3:00 p.m. on Monday 14 April 2014
                                                                                                         3:00
Latest time and date for splitting Provisional Allotment Letters, nil or fully paid .............................p.m. on Tuesday 15 April 2014

Latest time and date for acceptance, payment in full and registration or
renunciation of Provisional Allotment Letters................................................................11:00 a.m. on Thursday 17 April 2014
Results of the Rights Issue announced(3) ............................................................................................a.m. on Tuesday 22 April 2014
                                                                                                                             7:00
Restriction on transfers between UK Register and SA Register ends ................................                                        7:00 a.m. on Tuesday 22 April 2014

Dealings in New Shares, fully paid, commence on the London Stock
Exchange ................................................................................................................................ 8:00 a.m. on Tuesday 22 April 2014
New Shares credited to CREST stock accounts ................................................................ 8:00 a.m. on Tuesday 22 April 2014
                                                                                            By no later
Despatch of definitive share certificates for the New Shares in certificated form .............................than Wednesday 30 April 2014
Notes:
(1)   The Rights Issue is subject to certain restrictions relating to Shareholders with registered addresses in the United
      States or the Restricted Jurisdictions, details of which are set out in Section 2 of Part III “Information in relation to
      the Rights Issue” of this document.
(2)   The Nil Paid Rights ISIN is GB00BKJ9QX26. The Fully Paid Rights ISIN is GB00BKJ9QY33.
(3)   The results of the Rights Issue will be announced by way of a simultaneous RIS and SENS announcement at 7:00
      a.m. (London time) on Tuesday 22 April 2014.
(4)   The times and dates set out in the expected timetable of principal events above and mentioned throughout this
      document may be adjusted by Intu in consultation with the Sponsor and the Underwriters, in which event details of
      the new times and dates will be notified to the UK Listing Authority, the London Stock Exchange and, where
      appropriate, Qualifying Shareholders by way of a simultaneous RIS and SENS announcement.
(5)   References to times in this timetable are to London time.
(6)   If you have any queries on the procedure for acceptance and payment, you should contact the UK Shareholder
      Helpline on 0871 664 0321 (from inside the United Kingdom) or +44 20 8639 3399 (from outside the United
      Kingdom). This UK Shareholder Helpline is available from 9:00 a.m. to 5:00 p.m. (London time) Monday to Friday
      (excluding bank holidays). Calls to the 0871 664 0321 number cost 10 pence per minute from a BT landline,
      excluding VAT, in addition to any service provider charges. Other network providers’ costs may vary. Calls to the
      helpline from outside the UK will be charged at applicable international rates. Different charges may apply to calls
      made from mobile telephones and call may be monitored or recorded. Please note that for legal reasons, the UK
      Shareholder Helpline is only able to provide information contained in this document and information relating to
      Intu’s register of members and is unable to give advice on the merits of the Rights Issue, or provide legal, financial,
      tax or investment advice.
                                                  APPENDIX 2
                             EXPECTED TIMETABLE OF PRINCIPAL EVENTS IN SOUTH AFRICA

      Each of the times and dates in the table below is indicative only and may be subject to change. The times in this
      timetable are Johannesburg times.

Rights Issue announcement ................................................................................................                                Thursday 20 March 2014
                                                                                                    
Restrictions on transfers between UK Register and SA Register begins ................................ 7.00 p.m. on Thursday 20 March 2014
Last day to trade Existing Shares on the JSE to qualify to participate in the
                                                                                                                        Close of business on Friday 28 March 2014
Rights Issue (cum Rights) ................................................................................................
In respect of Qualifying South African Shareholders who hold their Shares in
certificated form, commencement of period during which the SA Registrar will
                                                                                                                    
not dematerialise Existing Shares ...................................................................................Close of business on Friday 28 March 2014
Listing of and trading in Letters of Allocation on the JSE on a deferred
settlement basis begins(1) ................................................................................................                   9:00 a.m. on Monday 31 March 2014
Existing Shares marked “ex” by the JSE ................................................................                                       9:00 a.m. on Monday 31 March 2014
Issue of Letters of Allocation and despatch of Forms of Instruction to
Qualifying South African Shareholders who hold their Shares in certificated
form(2) ................................................................................................................................                     Tuesday 1 April 2014
Record Date for entitlements under the Rights Issue for Qualifying South
African Shareholders................................................................................................                       Close of business on Friday 4 April 2014
In respect of Qualifying South African Shareholders who hold their Shares in
certificated form, end of period during which the SA Registrar will not
                                                                                                                          Close of business on Friday 4 April 2014
dematerialise Existing Shares ................................................................................................
Qualifying South African Shareholders who hold their Shares in uncertificated
form will have their accounts at their CSDP or broker automatically credited
with their Letters of Allocation (Rights Issue opens)(2) ................................................................9:00 a.m. on Monday 7 April 2014
Qualifying South African Shareholders who hold their Shares in certificated
form will have their Letters of Allocation credited to an account held with the
SA Registrar (Rights Issue opens)(2)................................................................................................                         Monday 7 April 2014
In respect of Qualifying South African Shareholders who hold their Shares in
certificated form wishing to sell all or part of their Letters of Allocation, latest
time and date for submission of Form of Instruction to SA Registrar ................................                                         12:00 p.m. on Thursday 10 April 2014
Last day to trade Letters of Allocation on the JSE to settle trades by the closing
date of the Rights Issue in order to participate in the Rights Issue ................................                                         5:00 p.m. on Thursday 10 April 2014
Listing and trading of New Shares on the JSE and dealings in New Shares on a
                                                                                                                                
deferred settlement basis commence ................................................................................................ 9:00 a.m. on Friday 11 April 2014
                                                                                                                                     12:00 p.m. on Thursday 17 April 2014
Rights Issue closes .............................................................................................................................
In respect of Qualifying South African Shareholders who hold their Shares in
certificated form and who wish to exercise all or part of their Nil Paid Rights,
latest time and date for submission of completed Form of Instruction (with
                                                                                                                           
payment in full) to the SA Registrar.............................................................................................12:00 p.m. on Thursday 17 April 2014
                                                                                                                          
Record Date for Letters of Allocation ................................................................................................ 12:00p.m. on Thursday 17 April 2014
Results of Rights Issue announced(3) ................................................................................................8:00 a.m. on Tuesday 22 April 2014
                                                                                                                               
Restrictions on transfers between UK Register and SA Register ends................................                   8:00 a.m. on Tuesday 22 April 2014
CSDP/broker accounts credited with New Shares and debited with payments
due in respect of New Shares in uncertificated form(7) .............................................................9:00 a.m. on Tuesday 22 April 2014
                                                                                                                    
                                                                                           
Despatch of definitive share certificates for the New Shares in certificated form .......................By no later than Wednesday 30 April 2014



     Notes:
     (1)    Letters of Allocation will trade under the JSE code ITUN and ISIN ZAE000189585.
     (2)    The Rights Issue is subject to certain restrictions relating to Shareholders with registered addresses in the United
            States or the Restricted Jurisdictions, details of which are set out in Section 2 of Part III “Information in relation to
            the Rights Issue” of this document.
     (3)    The results of the Rights Issue will be announced by way of a simultaneous RIS and SENS announcement at 8:00
            a.m. (Johannesburg time) on Tuesday 22 April 2014.
     (4)    The times and dates set out in the expected timetable of principal events above and mentioned throughout this
            document may be adjusted by Intu in consultation with the Underwriters, in which event details of the new times
            and dates will be notified to JSE Ltd and, where appropriate, Qualifying South African Shareholders and announced
            by way of a simultaneous RIS and SENS announcement.
     (5)    References to times in this timetable are to Johannesburg times.
     (6)    Qualifying South African Shareholders who hold their Shares in uncertificated form are required to inform their
            CSDP or broker of their instructions in terms of the Rights Issue in the manner and time stipulated in the agreement
            governing the relationship between the shareholder and their CSDP or broker.
     (7)    Share certificates may not be dematerialised or rematerialised between Friday 28 March 2014 and Friday 4 April
            2014, both days inclusive. Qualifying South African Shareholders who hold their Existing Shares in uncertificated
            form will have their accounts at their CSDP or broker automatically credited with their Letters of Allocation and
            Qualifying South African Shareholders who hold their Existing Shares in certificated form will have their Letters of
            Allocation credited to an account with the SA Registrar.
     (8)    CSDPs effect delivery in respect of Qualifying South African Shareholders who hold their shares in uncertificated
            form on a delivery versus payment method.
     (9)    If you have any queries on the procedure for acceptance and payment, you should contact the South African
            Shareholder Helpline on +27 11 370 5000 (from outside South Africa). This South African Shareholder Helpline is
            available from 8:00 a.m. to 5:00 p.m. (Johannesburg time) Monday to Friday (except public holidays). Please note
            that for legal reasons, the South African Shareholder Helpline is only able to provide information contained in this
            document and information relating to Intu’s register of members and is unable to give advice on the merits of the
            Rights Issue, or provide legal, financial, tax or investment advice.
                                                      
                                                   APPENDIX 3
                                           RIGHTS ISSUE INDICATIVE STATISTICS

                                                                                                                                 2 New Shares for every 7
Basis of Rights Issue ..........................................................................................................................Shares
                                                                                                                                 Existing

Price per New Share ........................................................................................................................... or ZAR32.28
                                                                                                                                180 pence
Discount to the theoretical ex-Rights price based on the Dividend Adjusted UK
                                                                                                        36.5 per cent.
Closing Price of 313.2 pence per Share on 19 March 2014................................................................
Discount to the theoretical ex-Rights price based on the Dividend Adjusted South
African Closing Price of ZAR55.71 per Share on 19 March 2014 .....................................................
                                                                                                   36.1 per cent.
                                                                                                             973,845,701
Number of Shares in issue at the date of this document ................................................................
                                                                                                                 278,241,628
Number of New Shares to be issued by Intu ......................................................................................
                                                                                           1,252,087,329
Number of Shares in issue immediately following completion of the Rights Issue ...........................
New Shares as a percentage of enlarged issued share capital of Intu immediately
                                                                                                                     22.2 per cent.
following completion of the Rights Issue ...........................................................................................
                                                                                                            £488 million
Estimated net proceeds receivable by Intu after expenses ................................................................
Estimated expenses of the Rights Issue ..............................................................................................
                                                                                                                      £12 million
                                       APPENDIX 4
                      DEFINITIONS AND GLOSSARY OF TECHNICAL TERMS

In this document the following expressions have the following meaning unless the context otherwise requires:

2018 Convertible Bonds                      £300.0 million 2.5 per cent. guaranteed convertible bonds due
                                            2018 issued by Intu (Jersey) Limited, a subsidiary of the
                                            Company, on 4 October 2012 to certain institutional investors.

Acceptance Date                             The date by which Qualifying Shareholders must exercise their
                                            Rights in order to participate in the Rights Issue, which is
                                            expected to be 17 April 2014.

Acquisition                                 The acquisition of a 50 per cent. interest in the Merry Hill
                                            Target Entities, a 100 per cent. interest in the Derby Target
                                            Entities and a 100 per cent. interest in the Sprucefield Target
                                            Entities by the Buyers from the Sellers.

Admission                                   Together, UK Admission and South African Admission.

Admission and Disclosure Standards          The “Admission and Disclosure Standards” of the London
                                            Stock Exchange containing, among other things, the admission
                                            requirements to be observed by companies seeking admission
                                            to trading on the London Stock Exchange’s main market for
                                            listed securities.

all-in annual cost                          The total annualised accounting charge as a percentage of debt
                                            drawn, including interest payable and other costs such as
                                            amortisation of fees incurred in the arrangement of the debt.

Banks                                       Rothschild, Merrill Lynch South Africa, Merrill Lynch
                                            International, HSBC and UBS.

Board                                       The board of directors of Intu.

Business Day                                A day (excluding Saturdays and Sundays or public holidays in
                                            England and Wales or South Africa) on which banks generally
                                            are open for business in London or Johannesburg for the
                                            transaction of normal business.

Buyers                                      Certain subsidiaries of the Company.

CMBS                                        Commercial mortgage backed securities notes.

Company                                     Intu Properties plc, a company incorporated under the laws of
                                            England and Wales (registered under no. 03685527), with its
                                            registered office at 40 Broadway, London SW1H 0BT and
                                            registered as an external company in South Africa (registered
                                            under No. 1999/012910/10), with its registered external office
                                            at Liberty Life Centre, 1 Ameshoff Street, Braamfontein,
                                            Johannesburg, 2001 South Africa.

Convertible Bonds                           The Peel Convertible Bonds and the 2018 Convertible Bonds.

CREST                                       The relevant system, as defined in the Uncertificated Securities
                                            Regulations 2001 (SI 2001/3755) (in respect of which
                                            Euroclear UK & Ireland Limited is the operator).
CREST Regulations                    The Uncertificated Securities Regulations 2001 (SI 2001/3755),
                                     as amended.

CSDP                                 A person that holds in custody and administers securities or an
                                     interest in securities and that has been accepted in terms of the
                                     Financial Markets Act by a central securities depository as a
                                     participant in that central securities depository or a
                                     “participant”, as defined in the Financial Markets Act.

Derby                                Westfield Derby shopping centre.

Derby Target Entities                The corporate entities that hold the properties that comprise
                                     Derby.

Directors                            The Executive Directors and Non-Executive Directors of the
                                     Company.

Disclosure and Transparency Rules    The rules relating to the disclosure of information made in
                                     accordance with Section 73A(3) of the FSMA.

Dividend Adjusted South African      The closing, middle market quotation in South African Rand of
Closing Price                        an Existing Share trading on the Johannesburg Stock Exchange,
                                     less the South African Rand equivalent of the 2013 final
                                     dividend of 10 pence per Existing Share which will not be
                                     payable on the New Shares.

Dividend Adjusted UK Closing Price   The closing, middle market quotation in pounds sterling of an
                                     Existing Share trading on the London Stock Exchange, less the
                                     2013 final dividend of 10 pence per Existing Share which will
                                     not be payable on the New Shares.

Enlarged Issued Share Capital        The Company’s ordinary issued share capital following the
                                     issue of the New Shares.

EPRA                                 European Public Real Estate Association, the publisher of Best
                                     Practice Recommendations intended to make financial
                                     statements of public real estate companies in Europe clearer,
                                     more transparent and comparable.
EPS or earnings per share            Earnings per Ordinary Share adjusted to exclude valuation
                                     movements, exceptional items and related tax.

Exchange Control Regulations         The Exchange Control Regulations of South Africa issued
                                     under the Currency and Exchanges Act No. 9 of 1933.

Executive Directors                  David Fischel and Matthew Roberts.

Existing Shares                      The Ordinary Shares in issue as at the date of this document.

Ex-Rights Date                       8.00 a.m. (London time) 31 March 2014 (in the case of
                                     Shareholders whose Shares are on the UK Register) or 9.00
                                     a.m. (Johannesburg time) 31 March 2014 (in the case of
                                     Shareholders whose Shares are on the SA Register).

Facilities Agreements                The three debt facility agreements entered into by the Buyers
                                     and/or their subsidiaries and affiliates in relation to the part
                                     funding of the price payable by the Buyers in relation to the
                                     Acquisition and other costs related to the Acquisition.
Financial Adviser                    Rothschild.
Financial Conduct Authority or FCA   The Financial Conduct Authority of the United Kingdom.

Financial Markets Act or FMA         The South African Financial Markets Act No. 19 of 2012.

Form of Instruction                  Each of the forms of instruction, to be posted to Qualifying
                                     South African Shareholders who hold their Existing Shares in
                                     certificated form, in respect of their Letters of Allocation and
                                     reflecting the entitlement of that Qualifying Shareholder to Nil
                                     Paid Rights.

FSMA                                 The Financial Services and Markets Act 2000, as amended.

Fully Paid Rights                    Rights to acquire the New Shares fully paid.

Gordon Family                        Sir Donald Gordon, Richard Gordon, their family and related
                                     trusts.

Group                                The Company and, where appropriate, its subsidiaries from
                                     time to time.

headline ITZA rent                   Annual contracted rent per square foot after expiry of
                                     concessionary periods in terms of zone A.

HMRC                                 HM Revenue & Customs.

HSBC                                 HSBC Bank plc of 8 Canada Square, London E14 5HQ.

IFRS                                 International Financial Reporting Standards as issued by the
                                     International Accounting Standards Board.

Intu                                 The Company or, where appropriate, the Group or the relevant
                                     member of the Group.
Intu Share Plans or ESOP             The Intu Properties plc Approved Share Option Scheme, the
                                     Intu Properties plc Unapproved Share Option Scheme, the Intu
                                     Properties plc Bonus Scheme and the Intu Properties plc Share
                                     Incentive Plan.

IPD                                  Investment Property Databank Ltd, producer of an independent
                                     benchmark of property returns.

Issue Price                          The UK Issue Price or the South African Issue Price, as
                                     appropriate.
Johannesburg Stock Exchange or JSE   JSE Limited (Registration number 2005/022939/06), a
                                     company duly registered and incorporated with limited liability
                                     under the company laws of South Africa, licensed to operate an
                                     exchange under the Financial Markets Act, or the securities
                                     exchange operated by that company, as the context may require.

Joint Bookrunners                    HSBC, Merrill Lynch International and UBS.

JSE Listing Requirements             The JSE’s listing requirements in force as at the date of this
                                     document.

Letters of Allocation                A renounceable letter of allocation issued by the Company in
                                     electronic form conferring Nil Paid Rights on a Qualifying
                                     South African Shareholder.
like-for-like basis            In relation to investment properties, investment properties
                               which have been owned without significant capital expenditure
                               in any relevant period, so that income, capital and yields can be
                               compared on a like-for-like basis.

Listing Rules                  The Listing Rules made by the FCA under Part VI of the
                               FSMA.
London Stock Exchange or LSE   London Stock Exchange plc.

Merrill Lynch International    Merrill Lynch International of 2 King Edward Street, London
                               EC1A 1HQ.

Merrill Lynch South Africa     Merrill Lynch South Africa (Pty) Limited of 138 West Street,
                               Sandton, Johannesburg, South Africa 2196.

Merry Hill                     Westfield Merry Hill shopping centre.

Merry Hill Target Entities     The corporate entities that hold the properties that compromise
                               Merry Hill.

net initial yield              Annualised net rent on investment property (after deduction of
                               revenue costs such as head rent, running void, service charge
                               after shortfalls, empty rates and merchant association
                               contribution) expressed as a percentage of the gross market
                               value before deduction of theoretical acquisition costs,
                               consistent with EPRA’s net initial yield.

net rental income              The Group’s share of net rents receivable, having taken due
                               account of non-recoverable costs, bad debt provisions and
                               adjustments to comply with IFRS including those regarding
                               tenant lease incentives.

New Shares                     The new Ordinary Shares of 50 pence each proposed to be
                               issued and allotted by the Company pursuant to the Rights
                               Issue.

Nil Paid Rights                In the case of Qualifying Shareholders (other than Qualifying
                               South African Shareholders), New Shares in nil paid form
                               provisionally allotted to such Qualifying Shareholders pursuant
                               to the Rights Issue and, in the case of Qualifying South African
                               Shareholders, the right to subscribe for New Shares at the South
                               African Issue Price, as represented by Letters of Allocation
                               automatically credited to their CSDP or broker accounts or, in
                               the case of Qualifying South African Shareholders who hold
                               their Shares in certificated form, the account of the SA
                               Registrar for the benefit of such Shareholder.

nominal equivalent yield       The effective annual yield to a purchaser from the assets
                               individually at market value after taking account of notional
                               acquisition costs assuming rent is receivable annually in
                               arrears, reflecting estimated rental values but disregarding
                               potential changes in market rents.

Non-CREST Shareholders         Shareholders whose Shares are on the UK Register and are held
                               in certificated form.
occupancy                               The passing rent of let and under offer units expressed as a
                                        percentage of the passing rent of let and under offer units plus
                                        ERV of un-let units, excluding development and recently
                                        completed properties. Units let to tenants in administration and
                                        still trading are treated as let and those no longer trading are
                                        treated as un-let.

Official List                           The Official List of the FCA pursuant to Part VI of the FSMA.
Ordinary Shares or Shares               The ordinary shares of 50 pence each in the share capital of the
                                        Company (including, if the context requires, the New Shares).

Overseas Shareholders                   Shareholders or Qualifying Shareholders, as the context so
                                        requires, who have registered addresses, or who are located,
                                        outside the United Kingdom or South Africa.

Part VI Rules                           The rules contained in Part VI of the FSMA.

passing rent                            The Group’s share of contracted annual rents receivable at the
                                        balance sheet date. This takes no account of accounting
                                        adjustments made in respect of rent free periods or tenant
                                        incentives, the reclassification of certain lease payments as
                                        finance charges or any irrecoverable costs and expenses, and
                                        does not include excess turnover rent, additional rent in respect
                                        of unsettled rent reviews or sundry income such as from car
                                        parks or similar.

Peel Convertible Bonds                  £154.3 million 3.75 per cent. perpetual subordinated
                                        convertible bonds issued by the Company on 28 January 2011
                                        to Peel Chapel Holdings (IOM) Limited and Peel Holdings
                                        (TTC) Limited in connection with the acquisition of the
                                        Trafford Centre.

Peel Group                              Peel Holdings Group Limited, a company incorporated in the
                                        Isle of Man (registered no. 06198V), and its subsidiaries from
                                        time to time.

PMA                                     Property Market Analysis LLP, an independent property
                                        consultancy firm dedicated to the provision of research and
                                        forecasting in the property sector.
pounds sterling or £                    The lawful currency of the United Kingdom.

Prospectus Rules                        The Prospectus Rules published by the FCA under Section 73A
                                        of the FSMA.
Provisional Allotment Letters or PALs   The renounceable provisional allotment letters relating to the
                                        Rights Issue, expected to be dispatched to Qualifying Non-
                                        CREST Shareholders (other than, subject to certain exceptions,
                                        Qualifying Non-CREST Shareholders with registered addresses
                                        in the United States or any of the Restricted Jurisdictions) as
                                        described in Part III “Information in relation to the Rights
                                        Issue” of the Prospectus.

QIC                                     Queensland Investment Corporation and its subsidiaries.

Qualifying CREST Shareholder            Shareholders whose Shares are on the UK Register as at the UK
                                        Record Date and which are in uncertificated form and held
                                        through CREST.

Qualifying Non-CREST Shareholder        Shareholders whose Shares are on the UK Register as at the UK
                                        Record Date and which are held in certificated form.

Qualifying Shareholder                  A Qualifying Non-CREST Shareholder, Qualifying CREST
                                        Shareholder and/or Qualifying South African Shareholder, as
                                        the case may be.

Qualifying South African Shareholders   Shareholders on the SA Register as at the SA Record Date.
Rand or ZAR or R or Rand and cents      The currency of South Africa.

Record Date                             The UK Record Date and/or the SA Record Date, as the context
                                        so requires.

Restricted Jurisdiction                 Canada, Japan and Switzerland and any other jurisdiction
                                        outside the United Kingdom or South Africa where the
                                        Company is advised that the allotment or issue of New Shares
                                        pursuant to the Rights Issue would or may infringe the relevant
                                        laws and regulations for such jurisdiction or would or may
                                        require to Company to obtain any governmental or other
                                        consent or to effect any registration, filing or other formality
                                        which, in the opinion of the Company, it would be unable to
                                        comply with or is unduly onerous.

Rights                                  The Nil Paid Rights and/or the Fully Paid Rights.

Rights Issue                            The 2 for 7 rights issue by the Company.

Rights Issue Entitlement                Such number of New Shares to which a Qualifying Shareholder
                                        is entitled.

Rothschild                              N M Rothschild & Sons Limited.

SA Record Date                          Close of business on 4 April 2014.

SDRT                                    Stamp duty reserve tax.
Secured Group Structure or SGS          The Group’s secured group structure established in February
                                        2013 to provide a new debt funding platform through a special
                                        purpose vehicle (Intu (SGS) Finance plc) for issuing investment
                                        grade secured debt.

Sellers                                 The Westfield Entities.

Senior Management                       The members of Intu Properties plc senior management team:
                                        Mike Butterworth (Chief Operating Officer), Martin Ellis
                                        (Construction Director), Hugh Ford (General Corporate
                                        Counsel), Susan Marsden (Group Company Secretary), Trevor
                                        Pereira (Digital and Commercial Director) and Peter Weir
                                        (Group Financial Controller) (each a “Senior Manager”).

Senior Manager                          Each member of Senior Management.

SENS                                    The Stock Exchange News Service of the Johannesburg Stock
                                        Exchange.

Shareholder                             Holder of Ordinary Shares.
South Africa                         The Republic of South Africa.

South African Admission              Admission, in accordance with the JSE Listing Requirements,
                                     of the Letters of Allocation and the New Shares, as the context
                                     requires, to listing and trading on the Main Board of the JSE.

South African Companies Act          The Companies Act No. 71 of 2008, as amended.

South African Issue Price            ZAR32.28, the price at which New Shares will be issued to
                                     Qualifying South African Shareholders pursuant to the Rights
                                     Issue.

South African Resident Shareholder   A Qualifying Shareholder that is considered a resident of South
                                     Africa under the Exchange Control Regulations.

Sponsor                              Rothschild.

Sprucefield                          Sprucefield retail park in Northern Ireland.

Sprucefield Target Entities          The corporate entities that hold the properties that comprise
                                     Sprucefield.

sq. ft.                              Square feet.

Strate                               Strate Limited (registration number 1998/022242/06), a
                                     company incorporated in accordance with the laws of South
                                     Africa, which is a registered central securities depository and
                                     which is responsible for the electronic settlement system used
                                     by the JSE.

subsidiary undertaking               As defined in Section 1162 of the Companies Act.

Target Entities                      The Derby Target Entities, the Merry Hill Target Entities and
                                     the Sprucefield Target Entities.

total property return                The change in market value of property in the period adjusted
                                     for the impact of any capital expenditure and/or capital
                                     disposals in the period, plus net income receivable at the end of
                                     the period expressed as a percentage of the market value at the
                                     start of the period plus any capital expenditure in the period.

UBS                                  UBS Limited of 1 Finsbury Avenue, London EC2M 2PP.

UK Admission                         The admission of the New Shares nil paid to the Official List
                                     becoming effective in accordance with the Listing Rules and
                                     the admission of the New Shares nil paid to trading on the
                                     London Stock Exchange’s main market for listed securities,
                                     becoming effective in accordance with the Admission and
                                     Disclosure Standards.

UK Issue Price                       180 pence, the price at which New Shares will be issued to
                                     Qualifying Shareholders (other than Qualifying South African
                                     Shareholders) pursuant to the Rights Issue.
UK Listing Authority or UKLA         The FCA in its capacity as the competent authority for the
                                     purposes of Part VI of the FSMA and in the exercise of its
                                     functions in respect of the admission to the Official List
                                     otherwise than in accordance with Part VI of the FSMA.
UK Record Date                             Close of business on 25 March 2014.

UK Register                                The register of members of the Company in the United
                                           Kingdom.
uncertificated or in uncertificated form   Recorded on the relevant register of the share or security
                                           concerned as being held in uncertificated form in CREST or
                                           Strate and title to which, by virtue of the CREST Regulations,
                                           may be transferred by means of CREST or by Strate, as the
                                           case may be.

Underwriters                               HSBC, Merrill Lynch International and UBS.

Underwriting Agreement                     The sponsor and underwriting agreement dated 20 March 2014
                                           between the Company and the Banks in respect of the Rights
                                           Issue.
United Kingdom or UK                       The United Kingdom of Great Britain and Northern Ireland.
United States or US                        The United States of America, its territories and possessions,
                                           any state of the United States and the District of Columbia.
US dollars or dollars or USD or US$ or     United States dollars and cents, the current of the United States.
$
US Exchange Act                            The US Securities Exchange Act of 1934.

US Securities Act                          The US Securities Act of 1933.

VAT                                        Value Added Tax.

Westfield Entities                         In respect of the corporate entities that hold (i) Merry Hill – UK
                                           Shopping Centres (No. 1) LLC, UK Shopping Centres (No. 3)
                                           LLC, The Westfield Core Shopping Centre Fund Limited
                                           Partnership, Westfield Investments Pty Limited, Duelguide
                                           Holdings Limited, Westfield Merry Hill Limited, Cavemont
                                           Pty. Limited, UK Shopping Centres Trustee (No. 1) Limited,
                                           UK Shopping Centres Trustee (No. 2) Limited and Westfield
                                           Holdings Limited; (ii) Derby – Cavemont Pty. Limited,
                                           Westfield UK Limited Partnership, The Westfield Core
                                           Shopping Centre Fund Limited Partnership, Derby SLP Limited
                                           Partnership, Westfield RSCF Management Pty Limited,
                                           Westfield Developments Pty Limited and Westfield Holdings
                                           Limited; and (iii) Sprucefield – Duelguide Holdings Limited,
                                           Duelguide Limited and Westfield Holdings Limited.

Date: 20/03/2014 09:35:00 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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