1. INTRODUCTION TO FREEDOMFreedom was established and incorporated on 19 July 2012 as a public company with the

specific objective of Listing on the JSE with a diverse portfolio of assets across the commercial,

industrial and residential sectors of the property industry.

On Tuesday, 4 Marc h 2014, the JSE approved the Listing of 1 027 029 031 shares of Freedom

in the “Real Estate – Real Estate Holdings and Development” sector of the JSE, in terms of the

FTSE classification, under the abbreviated name: “Freedom”, JSE share code: FDP and ISIN:

ZAE000185260 with effect from the commencement of trade on Thursday, 12 June 2014,

subject to all properties acquired by the Company being transferred at the Deeds Office. All

properties acquired, as reflected in the pre-listing statement, have subsequently been transferred

and registered in the name of Freedom.

The financial year-end of the Company is 28 February each year and the supplementary circular

dated Thursday, 5 June 2014 contains supplementary information which should be read in

conjunction with the pre-listing statement, including the:

– audited financial statements of Freedom for the year ended 28 February 2014;

– pro forma statement of financial position of the Group for the year ended 28 February 2014; and

– the forecast financial information of Freedom for the years ending 28 February 2015 and

29 February 2016.

In terms of the Listing, Freedom will list on the Main Board of the JSE with:

– an anticipated market capitalisation of R1 027 029 031, representing 1 027 029 031 Freedom

shares at R1.00 each. The issued Freedom shares comprise of shares issued to vendors for

the acquisitions, shares issued to promoters for their contribution to the formation of Freedom,

as well as shares issued in settlement of certain acquisition and listing expenses; and

– a Freedom property portfolio value of R1 561 500 000 determined by the independent property

valuer.

2. PROSPECTS AND STRATEGIC OBJECTIVESFreedom began implementing its strategy of providing a platform for property owners to unlock

the value in their development projects, by providing a vehicle through which they can secure

the necessary development funding, which has become increasingly challenging to secure in the

current economic environment.

On the Listing date, Freedom’s gearing will be less than 3%, with Freedom’s net asset value

(“NAV”) per share being approximately 35% greater than the issue price of a Freedom share on

Listing. Management believes this will provide a significant base for the Company to raise new

funding for the Freedom projects in a phased approach in line with a clearly-defined strategy.

The prospects of each of the Freedom projects are detailed in the pre-listing statement.

In  unlocking sustainable value and growth prospects for shareholders, Freedom’s strategic

objectives can be summarised as follows:

– To capitalise on the largely ungeared value in the Freedom property portfolio by securing

reasonably priced debt funding which will be utilised to develop a substantial portfolio of income

generating assets.

– To provide shareholders with an opportunity to participate in significant capital growth

opportunities as opposed to investing in the Real Estate Investment Trust (“REIT”), property

loan stock and property unit trust markets, which tend to focus on investment assets which

provide a regular income distribution to shareholders and investors. The newly adopted REIT

regulatory regime is intended for property entities focused on income distribution rather than

capital growth.

– Harnessing the extensive experience of Freedom’s management team, as well as having

access to the skills, expertise and market knowledge of selected vendors who have obtained

a shareholding in Freedom pursuant to the acquisition agreements and who accordingly have

a vested interest in developing the Freedom projects.

– To provide shareholders the prospect of participating in a diverse portfolio of assets, with a

strong weighting in residential properties, which are forecast to generate significant rental

incomes as access for investors to the residential property industry in South Africa is limited.

– To participate in the prospects of the market recognising the discount that the listing share price

represents to the Freedom NAV per share on Listing.

3. FREEDOM PROPERTY PORTFOLIO OVERVIEWThe Freedom Property Portfolio consists of four categories of properties being Currently Yielding

Properties, Commercial Development Properties, Residential Rental Properties and Residential

Sale Properties.

Freedom Property Portfolio

Currently YieldingProperties

Commercial Development

PropertiesResidential Rental

PropertiesResidential Sale

Properties

– Wespark Palms

– Steelpoort Industrial Park

– Stellenbosch Industrial

– Steelpoort Industrial Park

– Stellenbosch Industrial

– Propmed

– Tubatse Industrial Park

– Sweet Waters Industrial Park

– Wespark Palms

– La Hoff Mews

– Emfuleni Estate

– Portolan Place

– Miami Village

– Montana Residential

– Tweefontein Residential

– Tubatse Residential

– Tubatse Homes

– Gevonden

– Elm Drive

– Miami Village

– Langebaan Beach

3.1 Currently Yielding Properties. These comprise of three yielding Freedom projects,

with total acquisition and capitalised costs relating to the acquisitions of R150 482 394.

Freedom has a strong project management team that will optimise the profitability of these

yielding properties and will provide a foundation for the commercial properties yet to be

developed. The yielding properties, being Wespark Palms, Stellenbosch Industrial and

Steelpoort Industrial are expected to generate gross annual income of close to R20 million

for the year ending February 2015 and approximately R28 million for the year ending

28 February 2019. The Currently Yielding Properties are:

– Wespark Palms – Wespark Palms is situated in the heart of Kroonstad in the Free State

Province, close to major hospitals and the Department of Correctional Service. This local

economy is mainly driven by the public sector. Wespark Palms is a residential development

comprising of apartments, 16 of which have already been built, together with three of

11 garages. A further 51 apartments and 8 garages are to be built (see Residential Rental

Properties).

– Steelpoort Industrial Park – Steelpoort Industrial Park is situated in Steelpoort, Limpopo

Province and the development comprises of an industrial park which is occupied by

tenants delivering goods and services to the surrounding mining sector. The Steelpoort

Industrial Park project consists of 20 273 m2 of existing industrial warehouses and the

opportunity to develop a further 28 000 m2 on 18.8 hectares of land.

– Stellenbosch Industrial – The Stellenbosch Industrial property on George Blake Street

comprises an existing warehouse in the sought after Plankenburg Industrial area, near the

centre of Stellenbosch, in the Western Cape Province. The property is in close proximity

to the CBD and easily accessible from the R44. The property is zoned “light industrial”

in terms of the Stellenbosch Town Planning Scheme. The existing building comprises of

8 287 m2 of warehousing and is fully tenanted. The remaining land is being held for future

development and there is potential for a further 5 215 m2, which will be developed based

on the requirements of tenants which will be secured in future.

3.2 Commercial Development Properties. These comprise of five Freedom projects, with

total acquisition and capitalised costs relating to the acquisitions of R86 453 889. The

strategy is to develop these properties into income-generating assets and grow the portfolio

of yielding properties in the Freedom property portfolio significantly. It is anticipated that

these properties will begin generating revenues for Freedom during the 2016 financial year

and make a collective annual contribution to Freedom’s gross income of over R73 million

for the year ending 28 February 2019.

(Incorporated in the Republic of South Africa)

(Registration number 2012/129186/06)

Share code: FDP ISIN: ZAE000185260(“Freedom” or “the Company” or “the Group”)

This abridged pre-listing statement relates to the listing of all of the

shares of the Company in the “Real Estate – Real Estate Holdings

and Development” sector of the JSE (“Listing”).

This abridged pre-listing statement is not an invitation to the public to subscribe for shares in the Company, but is issued in compliance with the JSE Listings Requirements (“the Listings Requirements”) and the Companies Act, 2008 (“the Companies Act”), for the purpose of providing information to the public relating to Freedom.

This  announcement contains the salient information in respect

of Freedom, which is more fully described in the pre-listing

statement dated and issued on Thursday, 5 June 2014 and the

supplementary circular dated and issued on Thursday, 5 June 2014. For a full appreciation and understanding of Freedom and

the Listing, the pre-listing statement should be read in its entirety,

together with the supplementary circular.

Abridged pre-listing statement and supplementary circular relating to the listing of Freedom on the JSE Limited (“JSE”)

The Commercial Development Properties are:

– Steelpoort Industrial Park – As set out in 3.1 above, Steelpoort Industrial Park will be further developed with a gross lettable area (“GLA”) of 28 000 m2.

– Stellenbosch Industrial – As set out in 3.1 above, Stellenbosch Industrial will be further developed with a GLA of 5 215 m2.

– Propmed – Propmed is a commercial building providing office space in Kimberley. The plan is to erect internal walls providing smaller office units for rental purposes. The office component of the complex will consist of seven offices, a pharmacy, a rehabilitation area, a reception area and eighteen parking bays. Propmed will provide a total GLA of 1 324 m2.

– Tubatse Industrial Park – Tubatse Industrial Park provides Freedom the opportunity to develop a total GLA of 36 666 m2 of commercial/industrial facilities on 19.17 hectares of land in Burgersfort.

– Sweet Water Industrial Park – The Sweet Waters Industrial and Commercial Development is situated next to the N3 highway, on the P 817 road, close to Heidelberg, Gauteng Province. The soon to be “Tambo Springs Inland Port” development is located opposite Sweet Waters and for that reason it falls well within Government’s key logistical and Industrial hub in Ekurhuleni Local Municipality. The project once completed will provide a total GLA of 51 492 m2.

3.3 Residential Rental Properties. These comprise of eleven of the Freedom projects, with total acquisition and capitalised costs relating to the acquisitions of R558 643 195. The properties will be developed by Freedom and managed as residential rental stock. This portfolio provides investors and shareholders of Freedom a unique opportunity to participate in income-generated from the residential market. It is anticipated that this portfolio will contribute gross annual income of approximately R54  million for the year ending 28 February 2019. The Residential Rental Properties are:

– Wespark Palms – As set out in 3.1, a further 51 apartments and 8 garages are to be built and held by Freedom as Residential Rental Properties.

– La Hoff Mews – The project is situated in Klerksdorp, North-West Province and is well located with close proximity to business centres, public institution and social amenities. La Hoff Mews is a residential development comprising of 100 units to be developed and will provide a total GLA of 9 120 m2 to the residential property market. In terms of Freedom’s strategy, the development of La Hoff Mews will commence in 2015.

– Emfuleni Estate – The project, situated in Klerksdorp, North-West Province and presents a unique security estate in the affordable housing market, comprising of 499 units, 10 of which have been built. The project will provide a total GLA of 36,427 m2. In terms of Freedom’s strategy, the development of Emfuleni Estate will commence in 2014.

– Portolan Place – The project is well positioned and provides secure lifestyle for residents of Gonubie, Eastern Cape Province. Portolan Place provides 300 opportunities for the development of flats, 173 entry-level full title stands and 32 more expensive full title stands. It caters for high and middle income and meets the demand for secure living in Gonubie. The project will provide a total GLA of 47 589 m2. In terms of Freedom’s strategy, the development of Portolan Place will commence in 2017.

– Miami Village – The Miami Village project is situated adjacent to Shelley Point in the St Helena Bay area in the Western Cape Province. This portion of the Miami Village project (see Residential Sale Properties in 3.4 below) is being developed to be held by Freedom as Residential Rental Properties. The project is made up of 14 full title opportunities on 500 m2 stands, serviced and ready for development. The project will provide a total GLA of 1 512 m2.

– Montana Residential – The project is situated in Northern Tshwane, in the Greater Tshwane Municipality, Gauteng Province, and is earmarked for a residential development with 90 medium cost units. The project will provide a total GLA of 4 048.8 m2. In terms of Freedom’s strategy, the development of Montana Residential will commence in 2015.

– Tweefontein Residential Estate – The project is situated in Steelpoort, Limpopo Province. The proposed development is a high-density residential development of approximately 5 000 plots for the affordable market, providing the opportunity to develop 400 full title units and 4 600 sectional title units on 290 hectares of land. The project will provide a total GLA of 163 000 m2. In terms of Freedom’s strategy, the development of Tweefontein Residential Estate will commence in 2016.

– Tubatse Residential Estate – Tubatse Residential Estate is located in Burgersfort, Limpopo Province, and constitutes an integrated macro development, which is a logical extension of the current town of Burgersfort. The project provides the opportunity to develop 3  737 residential units, comprising 1 942 full title units and 1 795 sectional title units. The project will once completed provide a total GLA of 500 809.2 m2 to the residential property market. In terms of Freedom’s strategy, the development of Tubatse Residential Estate will commence in 2016.

– Tubatse Homes – The project comprises of the development of 117 full title residential units at an average size of 185 m2 on 8.34 hectares of land. The project will provide a total GLA of 21 645 m2. In terms of Freedom’s strategy, the development of Tubatse Homes will commence in 2014.

– Gevonden – The project is situated on the outskirts of Stellenbosch, in the Western Cape Province. The project makes provision for 42 dwellings, comprising of 27 Flats and 15 Townhouses. The project will provide a total GLA of 4 650 m2. In terms of Freedom’s strategy, the development of Gevonden Estate will commence after Listing.

– Elm Drive – Elm Drive is an existing residential dwelling situated on Elm Drive, Sandton, Gauteng Province. Elm Drive is located close to major businesses and head offices in Sandton. The development of Elm Drive project will provide a GLA of 2 379 m2 of office space.

3.4 Residential Sale Properties. These comprise of two Freedom projects, a portion of which is to be sold, with total acquisition and capitalised costs relating to the acquisitions of R97 474 437. Gross annual income from the sale of these properties is expected to be approximately R170 million over a 5 year period ending 28 February 2019, which will assist with the funding requirements of the other Freedom projects. The Residential Sale Properties are:

– Miami Village – This portion of the Miami Village project (see 3.3 above for portion relating Residential Rental Properties) is made up of 261 opportunities, consisting of 164 full title serviced stands and 97 sectional, bulk serviced stands. The 164 full title units are serviced and ready to be marketed. The 97 sectional title stands have services available and are planned for the retirement market.

– Langebaan Beach – The project is a mixed land use development located in Langebaan, Western Cape Province, comprising of 312 022 m2 of zoned residential land, 426 982 m2 of un-zoned residential land, 8 063 m2 of land zoned for commercial use and 21 688 m2 for institutional use. The Langebaan Beach project has been acquired by Freedom for development and sale of serviced erven. In terms of Freedom’s strategy, the development of Langebaan Beach will commence in 2014.

4. FINANCIAL INFORMATIONThe financial information should be read in conjunction with the forecast information and pro forma statement of financial information disclosed in the pre-listing statement and the supplementary circular.

4.1 Summarised forecast information

Set out below is the abridged forecast financial information of Freedom for the year ending 28 February 2015 (being the first financial year of Freedom) and 29 February 2016.

Forecastfor the

year ending 28 February

2015

Forecastfor the

year ending29 February

2016

Headline earnings R10 647 781 R17 269 396

Shares in issue and to be issued 1 027 029 031 1 027 029 031

Weighted average number of shares in issue 947 783 602 1 027 029 031

Earnings per share (in cents) 13.65 1.68

Headline earnings per share (in cents) 1.12 1.68

Diluted earnings per share (in cents) 13.65 1.68

Diluted headline earnings per share (in cents) 1.12 1.68

Distribution per share (in cents) – –

Notes to the forecast financial information are disclosed in the pre-listing statement and supplementary circular. This information has been presented for illustrative purposes only and because of its nature may not fairly reflect the financial position and results of Freedom. The forecast financial information is the responsibility of the directors.

4.2 Pro Forma statement of financial position

Set out below is an extract of the pro forma statement of financial position as at 28 February 2014 as if the acquisitions had taken place at 28 February 2014.

  FreedomAudited

R

PortfolioPurchase

R

Pro FormaAfter

R

ASSETS  Non-current assets – 1 423 500 000 1 423 500 000

Investment property – 1 423 500 000 1 423 500 000

Current assets 566 632 118 765 554 119 332 186Inventories – 97 474 436 97 474 436

Trade and other receivables 551 180 21 236 978 21 788 158

Cash and cash equivalents 15 452 54 140 69 592

Total assets 566 632 1 542 265 554 1 542 832 186

EQUITY AND LIABILITIESEquity (4 643 133) 1 386 251 721 1 381 608 588

Stated capital 15 000 876 253 097 876 268 097

Retained income (17 553 133) 509 998 624 492 445 491

Share-based payment reserve 12 895 000 – 12 895 000

LiabilitiesNon-current liabilities 1 780 150 292 219 150 293 999

Shareholders’ loans 1 780 (1 780) –

Commercial term loan – 22 000 000 22 000 000

Development bond – 4 987 421 4 987 421

Deferred tax – 123 306 578 123 306 578

Current liabilities 5 207 985 5 721 614 10 929 599

Trade and other payables 5 207 985 5 706 284 10 914 269

Bank – 15 330 15 330

Total equity and liabilities 566 632 1 542 265 554 1 542 832 186

Total shares in issue 1 027 029 031

NAV per share (cents) 134.52

Detailed notes to the pro forma statement of financial position are contained in the pre-listing statement and supplementary circular.

5. PURPOSE OF THE LISTINGThe purpose of the Listing is to:

– provide shareholders access to a market on which Freedom shares can be traded;

– enhance investor, potential clients and general public awareness of Freedom;

– assist the Group with attracting and retaining skilled staff through a meaningful general option scheme for employees; and

– enhance Freedom’s ability to raise both debt and equity finance in order for it to develop the Freedom projects and take advantage of any acquisition and growth opportunities which may arise in the future.

6. SALIENT DATES AND TIMES

2014

Abridged pre-listing statement and supplementary circular released on SENS on

Thursday, 5 June

Abridged pre-listing statement and supplementary circular published in the South African press on

Thursday, 5 June

Date of issue of pre-listing statement Thursday, 5 JuneDate of issue of the supplementary circular Thursday, 5 JuneListing date (09:00) on Thursday, 12 June

Notes:1. All dates and times shown in this pre-listing statement are South African dates and times.

2. The abovementioned dates and times are subject to amendment. Any such amendment will be announced

on SENS and published in the South African press.

7. DIRECTORSThe full names, ages, qualifications, business addresses and functions of the directors, who are all South Africa citizens, are set out below:

Name Business address Function

Patrick Ernest Burton (61) BCom (Hons), PG Dip Tax

1 Becker Road, PhilippiCape Town, 7785

IndependentNon-Executive Chairman

Nagendra Tyrone Govender (43)BCom

6 Villa La Vita, 58 Chester RoadBryanston, 2195

Chief ExecutiveOffi cer

Richard Denis Eaton (63)CA(SA)

5th Floor, MSC House1 Mediterranean StreetForeshore, Cape Town

Chief FinancialOffi cer

Sean Barry Rule (35)B.Bus.Sci

75 Pretoria Avenue, AtholSandton, 2196

Non-ExecutiveDirector

William Henry Rule (64) 3 Edgemere Close, Elfi ndaleCape Town, 7945

Non-ExecutiveDirector

Boetie Moses Molefi (55) Ground Floor, Harrow Court IIIIsle of Houghton,Cnr Boundary andCarse ’O GawrieParktown, 2193

IndependentNon-ExecutiveDirector

Wayne Brian Stocks (37)CA(SA)

6 Selbourne Road, ClaremontCape Town, 7708

IndependentNon-ExecutiveDirector

8. AVAILABILITY OF THE PRE-LISTING-STATEMENT AND SUPPLEMENTARY CIRCULAR The pre-listing statement and supplementary circular are available in English only. Copies of the pre-listing statement and supplementary circular may be obtained between 08:30 and 17:00 on business days from Thursday, 5 June 2014 until Thursday, 12 June 2014 at the following addresses:

PSG Capital Proprietary Limited

Freedom registeredaddress

Computershare Investor Services Proprietary Limited

1st Floor, Ou KollegeBuilding, 35 Kerk StreetStellenbosch, 7600

Suite 5, Harbour ViewHarbour Road Port Alfred

Ground Floor70 Marshall StreetJohannesburg, 2001

The pre-listing statement and supplementary circular are available on the Company’s website: www.freedompropertyfund.co.za.

9. RELEASE OF YEAR-END RESULTSThe supplementary circular includes Freedom’s summarised audited financial results for the year ended 28 February 2014, together with the financial forecasts of Freedom for the years ending 28 February 2015 and 29 February 2016 issued today, being Thursday, 5 June 2014.

Thursday, 5 June 2014

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