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Finalisation announcement in respect of scheme of arrangement
TOWER PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2012/066457/06)
JSE share code: TWR
ISIN: ZAE000179040
(Approved as a REIT by the JSE)
(“Tower”)
FINALISATION ANNOUNCEMENT IN RESPECT OF SCHEME OF ARRANGEMENT
Shareholders of Tower are referred to the announcements published by Tower on SENS, the last of which was published
on 24 November 2021, relating to, inter alia, a scheme of arrangement in terms of section 114 of the Companies Act,
No. 71 of 2008 having been proposed by Tower to its shareholders, and to which RDC (or a nominated RDC group
company) is a party, in terms of which RDC (or its nominee) shall acquire all of the issued ordinary shares in Tower
that RDC does not already own, for a purchase consideration of R3.776 per Tower share, on a cum distribution basis
(the “Scheme”) and the delisting of all Tower shares from the JSE pursuant to the Scheme becoming operative (the
“Delisting”).
The board of directors of Tower is pleased to announce that all outstanding conditions precedent to the Scheme have
now been fulfilled and accordingly, the General Offer has lapsed. The salient dates contained in the circular posted to
Tower shareholders on 25 October 2021 in respect of the implementation of the Scheme and Delisting remain
unchanged.
RESPONSIBILTY STATEMENT
The independent board and board of Tower, individually and collectively, accepts responsibility for the information
contained in this announcement and, to the best of their collective knowledge and belief, the information contained in
this announcement is true and this announcement does not omit anything likely to affect the importance of the
information.
9 December 2021
Joint transaction sponsor Corporate advisor to Tower Legal advisor to Tower
Java Capital Ferryman Capital Partners Cliffe Dekker Hofmeyr Inc
Corporate advisor to RDC and joint Legal advisor to RDC Independent expert
transaction sponsor Fluxmans Questco Corporate Advisory
Investec Bank Limited Proprietary Limited
Date: 09-12-2021 09:00:00
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