LIBERTY TWO DEGREES - Posting Of Circular

Posting Of Circular

LIBERTY TWO DEGREES
JSE share code: L2D
ISIN: ZAE000230553
(Approved as a REIT by the JSE)
(“CISIP”)

a portfolio established under the Liberty Two Degrees Scheme, a collective investment scheme in
property established in terms of the Collective Investment Schemes Control Act, No 45 of 2002, as
amended (“CISCA”), and managed by STANLIB REIT Fund Managers (RF) Proprietary Limited
(Registration number: 2007/029492/07) (“SRFM” or the “Manager”)

LIBERTY TWO DEGREES LIMITED
Registration number: (2018/388906/06)
JSE share code: L2D
ISIN: ZAE000260576
(“New L2D””)


POSTING OF CIRCULAR


Unitholders of the CISIP (“Unitholders”) are referred to the announcement released on the Stock
Exchange News Service (“SENS”) of the JSE Limited (“JSE”) on Monday, 23 July 2018, regarding:

   •   the conversion of the CISIP to a Corporate REIT, pursuant to which each Unitholder will receive
       one ordinary share in New L2D (“Share”) for every existing participatory interest in the CISIP
       (“Unit”) held and New L2D will be listed in place of the CISIP, which will be de-listed and
       voluntarily wound up (the “Conversion”);
   •   the internalisation of the management company of the CISIP (the “Internalisation”), being a
       related party transaction;
   •   the related party acquisition of undivided shares in properties (the “Additional Properties”) from
       Liberty Group Limited (“LGL”) (the “Acquisition”); and
   •   the cancellation of the LGL put option (the “Put Option”),

   (collectively, the “Proposed Transactions”).

Unitholders are advised that the circular to Unitholders (“Circular”) setting out the salient terms of the
Proposed Transactions has been made available at www.liberty2degrees.co.za/investor-information
and will be posted to Unitholders today.

A reminder of the remaining salient dates and times in relation to the Proposed Transaction are set
out below:
                                                                                                   2018
    Circular posted to Unitholders and made available at                                Friday, 27 July
    www.liberty2degrees.co.za/investor-information
    
    Last day to trade to be recorded in the CISIP register in order to be            Tuesday, 21 August
    eligible to vote at the General Meeting
    
    Record date in order to be eligible to participate in and vote at the             Friday, 24 August
    General Meeting
    
    Latest date of receipt of forms of proxies in respect of the General              Monday, 27 August
    Meeting by 12:00
    
    General Meeting to be held at 12:00 at Standard Bank, 30 Baker                   Tuesday, 28 August
    Street, Rosebank
    
    Results of General Meeting in respect of the Proposed                            Tuesday, 28 August
    Transactions released on SENS
    
    Results of General Meeting in respect of the Proposed                          Wednesday, 29 August
    Transactions published in the press
    
    Finalisation information in respect of the Final CISIP Distribution            Monday, 17 September
    released on SENS
    
    Last day to trade to be recorded in the CISIP register in order to be         Tuesday, 25 September
    eligible to receive the Final CISIP Distribution
    
    Last day to trade to be recorded in the CISIP register in order to be         Tuesday, 25 September
    eligible to receive New L2D Shares on the Effective Date
    
    Ex-dividend date in respect of the Final CISIP Distribution                 Wednesday, 26 September
    
    Units suspended from trading                                                Wednesday, 26 September
    
    Listing and commencement of trading in New L2D Share                        Wednesday, 26 September
    Entitlements with the JSE share code: L2D and ISIN:
    ZAE000260576
    
    Record date in order to be eligible to receive the Final CISIP                 Friday, 28 September
    Distribution
    
    Effective Date                                                                    Monday, 1 October
    
    New L2D shares issued to Unitholders pursuant to the Proposed                     Monday, 1 October
    Transactions
    
    Accounts at CSDP or broker updated in respect of dematerialised                   Monday, 1 October
    Shareholders
    
    Delisting of Units from the JSE of the CISIP                                     Tuesday, 2 October
    
    Payment of Final CISIP Distribution                                              Friday, 12 October

    Notes:
    1. Defined terms used as defined in the Circular.
    2. All references to dates and times are to local dates and times in South Africa. These dates and times are subject
       to amendment. Any such amendment will be released on SENS and in the press.
    3. If the Proposed Transactions become unconditional, Units may not be traded after Thursday, 27 September 2018.


Johannesburg
30 July 2018

Financial Advisor and Transaction Sponsor
The Standard Bank of South Africa Limited

Independent sponsor
Questco Corporate Advisory Proprietary Limited

Investor Relations
Gareth Rees
Contact number: 011 448 6804

Date: 30/07/2018 03:18:00 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.