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UPDATE: Pearl Valley Hotel 12J Investment - Exit and Buy Back of Shares

June, 13th Feedback

· PV Hotel Feedback

Dear Investor,

We’re pleased to provide you with an important update on the Pearl Valley Hotel 12J exit transaction and how shareholder exits will be handled going forward.

As previously communicated, the sale agreement for the hotel has been successfully concluded. Shareholder payouts will be made in three batches, aligned with each investor's original entry date into the fund under the 12J regime.

Batch 1: Exiting Now

This batch includes investors who invested in:
- February 2019
- February 2020

These investors have now reached the end of their 5-year 12J investment period and will during the next few weeks receive:

  • An “Exit Legal Pack”, inclusive of the share buyback agreement and share transfer forms for signature which will include the recordal of your banking details, and
  • Payment of proceeds as soon as reasonably possible after signature of your Exit Legal Pack and completion of all the legal formalities - it is envisaged that the first payments will already be made before the end of June.

Batches 2 & 3: To Exit Later

The following investors will be exiting at the end of their 5-year holding period, as required to preserve the 12J tax deduction and avoid a SARS recoupment:
- Batch 2: February 2021 investors (exit scheduled for February 2026)
- Batch 3: June 2021 investors (exit scheduled for June 2026).

While we initially indicated that all investors would sign exit documentation now, we have since revised this approach after receiving legal advice. Managing early exit documentation for investors who have not yet reached the 5-year mark introduces unnecessary legal and compliance complexity - particularly in relation to SARS timing rules and fund governance. As a result, only Batch 1 investors will be signing and exiting at this time. Batches 2 and 3 will be contacted closer to their respective 5-year anniversary dates for signature of the same Legal Pack, followed by their payments after reaching their 5-year periods.

What Happens in the Meantime?

For investors in Batches 2 and 3:

Your investment proceeds will continue to attract call-rate returns minus management fees, and after deducting corporate taxes, will be distributed as dividends up to your exit dates, when your shares will also be repurchased, the same as for Batch 1 shareholders.

We remain committed to full transparency and will keep you updated as each exit window approaches.

If you have any questions or would like to confirm which batch you fall into, please don’t hesitate to reach out.

Best,

Deon & the Futureneers Team

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