Announcement regarding the acquisition of a property INGENUITY PROPERTY INVESTMENTS LIMITED (Incorporated in the Republic of South Africa) (Registration number 2000/018084/06) ISIN: ZAE 000127411 JSE share code: ING (“Ingenuity” or “the Company”) ANNOUNCEMENT REGARDING THE ACQUISITION OF A PROPERTY 1. Introduction Ingenuity shareholders are advised that the Company has entered into an agreement (“the Agreement”) with Sankfin Proprietary Limited (“the Seller”), in terms of which Ingenuity will acquire the rental enterprise conducted in respect of Erf 142633, Cape Town, known as 117 Strand Street (“the Property”) and situated at 117 Strand Street, Cape Town (“the Acquisition”). The Acquisition will become effective on transfer which is expected to be on or about 16 May 2014 (“the Effective Date”). 2. Rationale for the Acquisition The Property has been acquired in line with the Company’s strategy to invest in value add opportunities and to acquire properties with further development potential. The Property will form part of an entire city block owned by Ingenuity and is strategically situated at one of the gateways into the Cape Town CBD. 3. Consideration for the Acquisition The total consideration for the Acquisition is R60 000 000 (“the Purchase Consideration”). The Purchase Consideration will be discharged by Ingenuity allotting up to 66 666 667 Ingenuity shares at an issue price of 90 cents per share (“the Consideration Shares”). The Seller has accepted 8 888 889 Consideration Shares and has renounced its rights to the balance of the Consideration Shares to individuals or entities approved by Ingenuity in terms of a vendor consideration placing. In terms of the Agreement, Ingenuity will then settle the Purchase Consideration as follows: 3.1 R8 000 000 by way of 8 888 889 Consideration Shares; and 3.2 the balance of R52 000 000 in cash. 4. Conditions precedent The Acquisition is subject to such regulatory approval (including JSE Listings Requirements) as may be necessary for the implementation of the Acquisition. 5. Property specific information relating to the Property Weighted Gross Single or average Purchase Value of the lettable Property Location Sector Multi- net rental Consideration Property area tenanted per m2 Rm Rm (1) m2 R ERF 143633 117 Strand Street Office Cape Town 6 616 M 64.58 60 60 Cape Town Retail 1. The Property has been valued by the directors of the Company using the capitalisation of rental method. 6. Unaudited pro forma financial effects ("Financial Effects") of the Acquisition Based on Ingenuity's audited consolidated results for the year ended 31 August 2013 ("Results"), the Financial Effects of the Acquisition on Ingenuity's headline earnings per share (“HEPS”) are set out below. The Financial effects of the Acquisition on Ingenuity’s earnings per share, net asset value per share and net tangible asset value per share are not disclosed as they are insignificant. The Financial Effects are prepared for illustrative purposes only, and because of their nature, may not give a fair presentation of Ingenuity's financial position or the effect and impact of the Acquisition. The Financial Effects are the responsibility of Ingenuity's board. Before the After the Change Acquisition Acquisition % (1) (3 & 4) HEPS (cents) 2.0 2.1 3.8 Total shares in issue 805 550 000 814 438 889 1.1 Total shares in issue net of treasury shares 736 616 773 745 505 662 1.2 Weighted average shares in issue net of treasury 693 296 225 702 185 114 1.3 shares Notes: 1. Based on Ingenuity’s results. 2. In calculating the Financial Effects, it was assumed that the Acquisition was implemented on 1 September 2012 for statement of comprehensive income purposes and on 31 August 2013 for statement of financial position purposes. 3. The number of shares has increased as a result of the issue of 8 888 889 Ingenuity shares per note 4 below. 4. The settlement of the Purchase Consideration is based on the assumption that mortgage finance of R36 million is obtained and that the balance of the Purchase Consideration is settled by way of utilising own cash resources and issuing 8 888 889 Ingenuity shares at 90 cents per share. 7. Categorisation of the Acquisition The Acquisition is categorised as a Category 2 transaction in terms of the JSE Limited Listings Requirements. 25 April 2014 Cape Town Investment bank and Sponsor Nedbank Capital Date: 25/04/2014 03:35:00 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.