Posting of circular incorporating a notice of general meeting and prospectus ARROWHEAD PROPERTIES LIMITED (Incorporated in the Republic of South Africa) (Registration number 2011/000308/06) JSE share code: AWA ISIN: ZAE000158101 JSE share code: AWB ISIN: ZAE000158119 (Approved as a REIT by the JSE) (“Arrowhead” or “the company”) POSTING OF CIRCULAR INCORPORATING A NOTICE OF GENERAL MEETING AND PROSPECTUS Linked unitholders are referred to the joint Arrowhead and Vividend Income Fund Limited (“Vividend”) announcement released on SENS on 1 April 2014 relating to the proposed offer by Arrowhead to acquire all of the Vividend linked units it does not already own: - by means of one or more indivisibly linked schemes of arrangement in terms of section 114 of the Companies Act 71 of 2008 (“Scheme”); or - if certain conditions to which the Scheme is subject are not fulfilled, by means of a voluntary general offer, (collectively, “the Proposed Transaction”). Linked unitholders are advised that the Takeover Regulation Panel has provided a ruling that the scheme consideration should include an additional cash amount per Vividend linked unit equivalent to the option premium of R4 461 500 (four million four hundred and sixty one thousand and five hundred Rand) paid by Arrowhead to Stanlib Asset Management (being an amount of 7 cents per Vividend linked unit). Accordingly, Vividend linked unitholders will, if the Scheme becomes operative, receive 0.374 of an Arrowhead A linked unit, 0.374 of an Arrowhead B linked unit and 7 cents cash for every one Vividend linked unit held. Furthermore linked unitholders are hereby advised that the company has today Monday, 2 June 2014, posted to linked unitholders a circular containing a notice of general meeting (“the circular”) relating to the Proposed Transaction, together with a prospectus. The general meeting of linked unitholders of the company will be held at the registered office of the company at 2nd Floor, 18 Melrose Boulevard, Melrose Arch, Johannesburg at 10:00 on Wednesday, 2 July 2014, for the purpose of considering and, if deemed fit, passing with or without modification, the resolutions set out in the notice of general meeting to implement the Proposed Transaction. The Proposed Transaction remains subject to, inter alia, approval from the Competition Authorities and Arrowhead receiving the requisite unitholder approval at the general meeting referred to above. The salient dates and times relating to the Proposed transaction are set out below. 2014 Last day to trade in order to be eligible to vote at the general meeting on Friday, 20 June Record date for voting purposes on Friday, 27 June Last day to lodge forms of proxy for the general meeting (by 10:00) on Monday, 30 June General meeting to be held at 10:00 on Wednesday, 2 July Results of the general meeting released on SENS on Wednesday, 2 July Results of the general meeting published in the press on Thursday, 3 July Note: All dates and times in the timetable above are local dates and times in South Africa. The above dates and times are subject to change. Any changes will be released on SENS and published in the press. Words and expressions in this announcement have the same meanings as assigned to them in the circular. 2 June 2014 Corporate advisor and sponsor Java Capital Legal advisor Cliffe Dekker Hofmeyr Inc. Independent reporting accountants and auditors Grant Thornton (JHB) Inc. Competition law advisor Vani Chetty Date: 02/06/2014 03:31:00 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.