Voluntary Announcement Regarding the cquisition by Imperial of a 70% Interest in Imres BV (“Imres” or the “company” Imperial Holdings Limited (“Imperial”) (Incorporated in the Republic of South Africa) (Registration number 1946/021048/06) JSE share code: IPL ISIN: ZAE000067211 (“Imperial” or the “group”) Voluntary announcement regarding the acquisition by Imperial of a 70% interest in Imres BV (“Imres” or the “company”) (“the Transaction”) 1. Introduction Shareholders are hereby advised that Imperial has entered into an agreement, in terms of which it will acquire a 70% interest in the company, for a total cash consideration of €46 million (the “Purchase Consideration”). The effective date of the Transaction is 1 September 2014. 2. Nature of business Imres is a wholesaler of pharmaceutical and medical supplies to its client base which includes NGO’s, hospitals and retailers. It operates in the international medical relief industry, targeting mainly African emerging countries with developing healthcare markets and needs. Imres plays a key role in the supply chain to end users and its service offering includes; sourcing, inbound logistics, supplier audits, quality control, warehousing, distribution and transport coordination. Its product portfolio includes pharmaceuticals, medical kits, disposables, hospital equipment and related medical products. The company has a capable, experienced management team and sound organisational structures appropriate to pharmaceutical distribution. Founded in 1980, the company is headquartered in Lelystad in the Netherlands, where it operates out of two warehouses. The company currently employs 65 employees in the Netherlands and 6 employees in India who provide support services and vendor qualification. Imres has an annual turnover of approximately €60 million. 3. Imperial’s rationale for the Transaction The Transaction is in line with Imperial’s espoused strategy to expand its participation in the distribution of fast moving consumer goods and pharmaceuticals in Africa. It also complements Imperial’s recent acquisitions of Imperial Health Sciences, Eco Health, Pharmed and MDS Logistics. Imres adds sourcing and procurement capabilities to Imperial’s service offering and it can leverage off Imperial’s existing network and capabilities on the African continent. Through the Transaction, Imperial has also secured a specialist management team, which strengthens and complements the group’s existing skills set in pharmaceutical distribution in Africa. 4. Salient terms of the Transaction Imperial will acquire a 70% interest in Imres for a cash consideration of €46 million. The vendors have provided warranties which are customary for a transaction of this nature. The transaction includes put and call arrangements relating to the transfer of the remaining shares in the company over an extended period to Imperial. All conditions precedent have been fulfilled and the Transaction is therefore unconditional. Subsequent to the transaction the shareholding of the company will be: - Imperial 70% - Key management (vendors) 30% 5. Categorisation of the Transaction As the purchase consideration is less than 5% of Imperial’s market capitalisation the Transaction is not categorised in terms of the Listings Requirements of the JSE Limited. This announcement is thus voluntary. 23 October 2014 Company Secretary RA Venter Legal Advisors to Imperial: TWB - Tugendhaft Wapnick Banchetti and Partners Sponsor: Merrill Lynch SA (Pty) Limited Date: 23/10/2014 02:05:00 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.