General repurchase of shares Iliad Africa Limited (Incorporated in the Republic of South Africa) (Registration number 1997/011938/06) Share code: ILA & ISIN: ZAE000015038 ("Iliad" or "the Company") GENERAL REPURCHASE OF SHARES 1. Introduction In compliance with paragraphs 11.27 of the Listings Requirements of the JSE Limited (“Listings Requirements”) and in terms of a special resolution passed by Iliad shareholders on 23 May 2013, a general authority was granted to Iliad to repurchase its ordinary shares ("the general authority"). In terms of this general authority Iliad could repurchase a maximum of 13 821 779 ordinary shares (being 10% of the company’s issued share capital at the date that the general authority was granted). 2. Implementation As at the close of business on 07 April 2014, Iliad had acquired, in the open market, a total of 4 146 534 ordinary shares, equivalent to 3% of the issued share capital at the time of the granting of the general authority, for a total consideration of R27 153 175.02 (“the repurchases”). These repurchases were carried out between 29 November 2013 and 4 April 2014. The highest price paid was 725 cents per share and the lowest price paid was 515 cents per share. The repurchases were funded from the company’s available cash resources. At close of business on 07 April 2014, these shares were being held as treasury shares. The extent of the shares outstanding in terms of the general authority is 9 675 245 ordinary shares, equivalent to 7% of the company’s total issued share capital which is valid until the next annual general meeting. In compliance with the Listings Requirements, the directors confirm that: - the repurchases were effected through the order book operated by the JSE trading system and done without any prior understanding or arrangement between the company and the counter party; - the authorisation was given in terms of the company’s Memorandum of Incorporation; - the general authority was granted at the company’s annual general meeting and has not extended beyond 15 months from the date of passing of the special resolution; - the repurchases were not carried out at a price greater than 10% above the weighted average of the market value for such ordinary shares for the five business days immediately preceding the date on which the repurchase of such shares were effected; - at any point in time, the company appointed one agent to effect all the repurchases on its behalf; - the repurchases were not carried out during a prohibited period as defined in paragraph 3.67 of the Listing Requirements; and - the aggregate repurchases have not exceeded 10% of the company’s issued share capital pursuant to this general authority. 3. Opinion of the directors The directors of Iliad have considered the impact of the repurchases and are of the opinion that: - Iliad and the Group will be able, in the ordinary course of business, to pay its debts for a period of 12 months after the date of this announcement; - the assets of Iliad and the Group will be in excess of the liabilities of Iliad and the Group for a period of 12 months after the date of this announcement. For this purpose, the assets and liabilities have been recognised and measured in accordance with the accounting policies used in the latest audited group annual financial statements; - the share capital and reserves of Iliad and the Group will be adequate for ordinary business purposes for a period of 12 months after the date of this announcement; and - the working capital of Iliad and the Group will be adequate for ordinary business purposes for a period of 12 months after the date of this announcement. 4. Financial Effects The unaudited pro forma financial effects as set out below have been prepared to assist Iliad shareholders in assessing the cumulative impact of the repurchases on the earnings per share, headline earnings per share, net asset value per share and tangible net asset value per share of the company as at and for the twelve months ended 31 December 2013. These unaudited pro forma financial effects have been prepared for illustrative purposes and because of their nature, may not fairly present Iliad’s financial position after the repurchases. The directors of Iliad are responsible for the preparation of the financial effects, which have not been reviewed by the company’s auditors. Before the After the Percentage repurchases repurchases change 1 (cents) (cents) (%) 2 Earnings per share (cents) (4.8) (4.8) 0 2 Headline earnings per share (cents) 40 40.5 1.3 3 Weighted average number of shares in issue 138 140 011 136 460 508 3 Net asset value per share (cents) 546.6 543.4 (0.6) 3 Net tangible asset value per share (cents) 376.1 369.7 (1.7) Net shares in issue 138 217 794 138 217 794 Notes: 1. Extracted from the published audited condensed consolidated results of Iliad for the year ended 31 December 2013. 2. Earnings and headline earnings per share are based on the following assumptions: - the repurchases were effected on 1 January 2014; and - the repurchases were financed through available cash resources on which interest accrued at a pre- tax rate of 7.2% per annum. 3. Net asset value and net tangible asset value per share are based on the assumptions that the repurchases were carried out on 31 December 2013. 4. The tax rate used is 28%. 8 April 2014 Johannesburg Sponsor: Bridge Capital Advisors (Pty) Limited Date: 08/04/2014 02:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.