Results of the Offer BALWIN PROPERTIES LIMITED (previously Balwin Properties Proprietary Limited) (Incorporated in the Republic of South Africa) (Registration number 2003/028851/06) Share code: BWN ISIN: ZAE000209532 ("Balwin" or "the Company") NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO Results of the Offer Unless otherwise indicated, defined terms used in this announcement are as set out in the Pre-listing Statement of Balwin, dated 1 October 2015. This announcement has been prepared with reference to the Pre-listing Statement, the abridged announcement for which was released on SENS on 2 October 2015. 1. Results of the Offer Balwin is pleased to announce that the private placement in relation to the Offer closed on Thursday, 8 October 2015. In light of significantly strong demand, the amount of capital to be raised was increased to R1.76 billion. At this level, the book was significantly oversubscribed and comprised: - R713 million to be received by Balwin to settle the Debt Facilities and provide the Company with added balance sheet capacity for future land acquisitions and development activities; and - R1.05 billion to be received by way of a secondary placement by Balwin’s existing shareholders. Accordingly, Balwin successfully placed a total of 178,238,798 Offer Shares at a price of R9.88 per Offer Share. As detailed in the Pre-listing Statement, in order to facilitate the strong demand for Balwin Shares, Stephen Brookes (Balwin’s CEO) exercised his discretion to allocate an additional 23,123,531 Shares to Qualifying Investors (without increasing the maximum number of Shares in the Company). As such, Mr Brookes’ total shareholding in Balwin will amount to 35.1% of the total Shares in issue post the Offer (a lock-in period applies in respect of Mr Brookes’ remaining shareholding). The Settlement and Listing Date for the Offer is scheduled for Thursday, 15 October 2015 and is subject to achieving a spread of shareholders acceptable to the JSE. Any change in these dates will be announced on SENS. Based on a total of 472,192,592 Ordinary Shares outstanding at the Listing Date, it is anticipated that the Company will have a free float of approximately 52.75%. 9 October 2015 Johannesburg Investment Bank, Bookrunner and Sponsor The Corporate Finance division of Investec Bank Limited Company Secretary CIS Company Secretaries Proprietary Limited (represented by Neville Toerien) Transfer Secretaries Computershare Investor Services Proprietary Limited Legal Advisors Edward Nathan Sonnenbergs Incorporated and Brian Kahn Incorporated Independent Reporting Accountants and Auditors Deloitte and Touche Registered Auditors Communications Advisor Instinctif Partners SA Proprietary Limited Conveyancing Attorneys Tonkin Clacey Incorporated and Smith Tabata Buchanan Boyes Incorporated Independent Valuer Peter Parfitt, Quadrant Properties Proprietary Limited Date: 09/10/2015 05:46:00 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.