Voluntary Announcement Regarding the Acquisition by MMI of Imara S.P. Reid Proprietary Limited MMI Holdings Limited Incorporated in the Republic of South Africa Registration Number: 2000/031756/06 JSE share code: MMI NSX share code: MIM ISIN: ZAE000149902 (“MMI”) VOLUNTARY ANNOUNCEMENT REGARDING THE ACQUISITION BY MMI OF IMARA S.P. REID PROPRIETARY LIMITED 1. Introduction Shareholders are hereby advised that MMI, through its wholly owned subsidiary, MMI Strategic Investments Proprietary Limited, has entered into an agreement with Imara Capital South Africa Proprietary Limited and Imara Asset Management South Africa Proprietary (“the Sellers”) to acquire 100% of the issued share capital of Imara S.P. Reid Proprietary Limited (“ISPR”) for a maximum purchase consideration of R120 million to be settled in cash (“the Transaction”). The Sellers are both subsidiary companies of Botswana listed Imara Holdings Limited (“IHL”). 2. Rationale for the Transaction ISPR is a well-established mid-sized stockbroker with over 70 years of experience in the South African Stock broking market. ISPR provides a full range of broking services from traditional trade execution to full service stockbroking in local equities, derivatives and fixed interest instruments as well as trading and settlement access to Africa and international markets. ISPR’s mainstream brokerage is complemented by portfolio management for individuals and a fully integrated internet service which includes real-time information, charting and online trading. The Transaction will provide MMI with, amongst others, the following benefits: 2.1. ISPR comprises an important building block for MMI to further develop its private client wealth management offering and will ensure that Momentum Wealth is able to provide its clients with an attractive private investments value proposition, including stockbroking and share portfolio management; 2.2. the ability to service the needs of retail and corporate client bases; and 2.3. a reduced reliance on third party brokers for execution services which will reduce external brokerage flow generated by asset management. 3. Suspensive Conditions The implementation of the Transaction is subject to the fulfilment of suspensive conditions that are usual for a transaction of this nature, including: 3.1. approval by IHL’s shareholders voting in general meeting; and 3.2. approval by the Johannesburg Stock Exchange, the Financial Services Board and the competition authorities. 4. Categorisation of the Transaction The purchase consideration being less than 5% of MMI’s market capitalisation, the Transaction is not a categorised transaction in terms of the Listings Requirements of the JSE Limited and accordingly this announcement relating to the Transaction is made on a voluntary basis. Centurion 15 December 2014 Rand Merchant Bank Financial Advisor to MMI Webber Wentzel Legal Advisor to MMI Merrill Lynch South Africa Sponsor to MMI in South Africa Simonis Storm Securities Sponsor to MMI in Namibia Date: 15/12/2014 08:49:00 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.