OUTsurance GROUP LIMITED - Dealing in securities by a director

Dealing in securities by a director

OUTsurance Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2010/005770/06)
ISIN: ZAE000314084
Share code: OUT
(“OGL” or “the company”)

DEALING IN SECURITIES BY A DIRECTOR

In compliance with the JSE Limited Listings Requirements,
shareholders are advised of the following dealing in securities by
a director of the company.

Director                      :   JH Hofmeyr
Company                       :   OGL
Date of transaction           :   28 June 2023
Nature of transaction         :   Off-market new issue of
                                  ordinary shares by OGL
Class of securities           :   Ordinary shares
Number of securities          :   601 006
Issue price                   :   3 369 cents per share
Total value of transaction    :   R20 247 892
Nature of interest            :   Indirect beneficial
Clearance obtained            :   Yes

Before the transaction outlined above, OGL (previously Rand
Merchant Investment Holdings Limited) owned 89.73% of OUTsurance
Holdings Limited (OHL), with the remaining 10.27% of the issued
shares of OHL being owned by management and directors.

At the annual general meeting of the company held on 8 November
2022, shareholders approved special resolution number 4 which
allows the company to issue new shares in connection with the
acquisition of further shares in OHL from its minority
shareholders.

Since 1 July 2022, the movement in the OHL share price was
referenced to the movement in the 15-day VWAP of the OGL share
price. On 28 June 2023, Mr Hofmeyr transferred 1 359 832 ordinary
shares in OHL held in his private company (valued at R20 247 892)
in exchange for 601 006 newly issued OGL shares. Based on the
closing share price of OGL on 27 June 2023 of R33.17, the value of
this transaction is 0.04% of the OGL market capitalisation which
is below the 0.25% threshold of a small related party transaction.

After this transaction, OGL’s shareholding in OHL has increased
from 89.73% to 89.77% and OGL’s issued number of ordinary shares
has increased from 1 531 807 770 to 1 532 408 776.

Centurion
28 June 2023

Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)

Date: 28-06-2023 10:15:00
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