Acquisitions of shares in Rockcastle Global Real Estate Company Limited RESILIENT PROPERTY INCOME FUND LIMITED (Incorporated in the Republic of South Africa) (Registration number 2002/016851/06) JSE share code: RES ISIN: ZAE000043642 (Approved as a REIT by the JSE) (“Resilient”) ACQUISITIONS OF SHARES IN ROCKCASTLE GLOBAL REAL ESTATE COMPANY LIMITED 1. THE ACQUISITIONS Linked unitholders are referred to the announcement released on SENS on Wednesday, 4 December 2013 (“December 2013 announcement”), in which Resilient detailed its acquisition of shares in Rockcastle Global Real Estate Company Limited (Incorporated in the Republic of Mauritius with registration number 108869 C1/GBL) (“Rockcastle”). Subsequent to the December 2013 announcement, Resilient has acquired 14 379 958 Rockcastle shares in the open market for an aggregate purchase price of R199.8 million (the “additional share acquisition”) and has agreed to subscribe for 47 941 982 shares in Rockcastle in terms of a placement of 175 500 000 new shares undertaken by Rockcastle (the “subscription”) which placement closed on Wednesday, 21 May 2014 (the “placement”). Under the placement, Resilient is subscribing for the new shares through Rockcastle’s South African share register at a subscription price of R14.60 per share, equating to an aggregate subscription price of R700 million. The new Rockcastle shares are expected to be issued, listed and traded on the Alternative Exchange of the JSE Limited (“JSE”) and the Stock Exchange of Mauritius Limited (“SEM”) from Friday, 30 May 2014. The Rockcastle shares will rank for dividends in respect of the period 1 January 2014 to 30 June 2014. The additional share acquisition was funded through Resilient’s available debt facilities and the subscription will be funded in the same manner. Following the subscription, Resilient will hold 168 560 000 shares in Rockcastle, being 23.89% of Rockcastle’s shares in issue. 2. CATEGORISATION The additional share acquisition of R199.8 million, together with the subscription of R700 million constitutes a category 2 transaction in terms of the JSE Listings Requirements and accordingly does not require approval by linked unitholders. 3. RATIONALE FOR THE ACQUISITIONS The additional investment in Rockcastle is in line with Resilient’s strategy to increase its offshore indirect property exposure. Rockcastle has a primary listing on the SEM and a secondary listing on the JSE. The additional capital raised by Rockcastle through the placement will be used by it to invest in listed real estate securities and/or direct property in selected jurisdictions. Further information on Rockcastle and its activities is available at www.rockcastleglobalre.mu. 4. FINANCIAL EFFECTS The pro forma financial effects of the additional share acquisition and the subscription on Resilient’s basic earnings, diluted basic earnings, headline earnings and diluted headline earnings per share/linked unit, distribution per linked unit, net asset value per linked unit and net tangible asset value per linked unit, based on the pro forma financial information disclosed in the rights offer circular issued by Resilient on Friday, 25 April 2014, are not significant and accordingly have not been disclosed. 29 May 2014 Corporate advisor and sponsor Java Capital Date: 29/05/2014 10:00:00 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.