DRDGOLD LIMITED - Competition Authorities Approval in respect of the Proposed Transaction

Competition Authorities Approval in respect of the Proposed Transaction

DRDGOLD LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1895/000926/06)
JSE share code: DRD
ISIN: ZAE000058723
NYSE trading symbol: DRD
(“DRDGOLD”)


COMPETITION AUTHORITIES APPROVAL IN RESPECT OF THE PROPOSED TRANSACTION

Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear
the same meanings ascribed thereto in the announcement published by DRDGOLD on SENS on
Wednesday, 22 November 2017 (“Transaction Announcement”).

INTRODUCTION

In terms of the Transaction Announcement, Shareholders were advised of, inter alia:

    -   the proposed acquisition by DRDGOLD of the WRTRP Assets, by way of the acquisition of a
        100% shareholding in WRTRP from Sibanye-Stillwater; and

    -   the granting of the Option to Sibanye-Stillwater,

collectively referred to as the “Proposed Transaction”.


COMPETITION AUTHORITIES APPROVAL

DRDGOLD is pleased to advise that, on Wednesday, 7 February 2018, the South African Competition
Authorities (“Competition Authorities”) established in accordance with the Competition Act, No. 89
of 1998 (“Competition Act”) approved the merger pursuant to the implementation of the Proposed
Transaction.

The approval is subject to the following:

    -   Should Sibanye-Stillwater elect to exercise the Option within a period of 24 months from the
        date on which the Competition Authorities issued the requisite clearance certificate, being
        Wednesday, 7 February 2018 (“Approval Date”), Sibanye-Stillwater shall inform the
        Competition Authorities of its decision within 20 business days of exercising the Option.

    -   Should Sibanye-Stillwater elect to exercise the Option after a period of 24 months from the
        Approval Date, Sibanye-Stillwater shall notify the Competition Authorities of such decision for
        consideration by the Competition Authorities as a merger in terms of section 13A of the
        Competition Act.

Implementation of the Proposed Transaction remains conditional on the fulfilment or waiver of certain
conditions precedent, including the approval by Shareholders of all resolutions required to implement
the Proposed Transaction at the General Meeting and Shareholders waiving the benefit of the
Mandatory Offer.

Shareholders will be advised of the posting of the Circular, the salient dates and times relating to the
Proposed Transaction and the General Meeting in due course.


Johannesburg
8 February 2018

Sponsor
One Capital

Legal advisor
Malan Scholes Incorporated

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