SUN INTERNATIONAL LIMITED - Results of General Meeting in respect of the proposed merger of the Latin American Assets

Results of General Meeting in respect of the proposed merger of the Latin American Assets

 SUN INTERNATIONAL LIMITED
 (Registration number: 1967/007528/06)
 Share code: SUI
 ISIN: ZAE000097580
 ("Sun International" or "the Company")

 RESULTS OF GENERAL MEETING IN RESPECT OF THE PROPOSED MERGER OF THE LATIN AMERICAN
 ASSETS OF SUN INTERNATIONAL LIMITED WITH DREAM S.A.

 Sun International shareholders ("Shareholders") are referred to the circular dated and posted to
 Shareholders on 30 September 2015 ("Circular"). Unless defined, the words and expressions used in this
 announcement shall have the same meaning as assigned to them in the Circular.

1.      INTRODUCTION

        Sun International Shareholders are referred to the announcements released on the
        Stock Exchange News Service of the JSE Limited ("SENS") on 1 September 2015 and
        30 September 2015, as well as to the Circular, regarding the terms upon which the proposed
        merger of the Latin American assets of Sun International and Dream Sociedad Anónima
        ("Dream S.A.") ("the Transaction") will be effected.

2.      RESULTS OF THE GENERAL MEETING

        Sun International Shareholders are advised that at the general meeting of Sun International
        Shareholders held on Monday, 2 November 2015 at 11h00 ("General Meeting"), all of the
        resolutions required to give effect to the Transaction as set out in the notice convening the
        General Meeting incorporated in the Circular were passed, without modification, by 100% of the
        votes on each of the tabled resolutions.

 The resolutions were voted on as follows:

                                                                  % of issued share                 Number
                                                                            capital
 Total number of shares present/represented including
 proxies at meeting (including shares abstained from                         74.79%            77,876,970
 voting)
 Total number of shares present/represented including                        74.16%            77,224,722
 proxies at meeting (excluding shares abstained from
 voting)

                            Votes in    % of total      Votes         % of total   Abstentions    % of total
                              favour     number of     against         number of                      issued
                                            shares                        shares                       share
                                          voted at                      voted at                     capital
                                               the                           the
                                           meeting                       meeting

 Ordinary resolution      77,224,722         100%            0             0%          652,248        0.63%
 number 1 – Approval
 of Proposed Merger
 Ordinary resolution      77,224,722         100%            0             0%          652,248        0.63%
 number 2 - Authority
 for Directors or
 company secretary to
 implement ordinary
 resolution 1
 Ordinary resolution      77,224,722         100%            0            0%           652,248        0.63%
 number 3 - Approval
 of the Put and Call
 Options
 Ordinary resolution      77,224,722         100%            0            0%           652,248        0.63%
 number 4 - Authority
 for Directors or
 company secretary to
 implement ordinary
 resolution 3

3.       CONDITIONS PRECEDENT

         Shareholders are advised that, inter alia, the following conditions precedent to the Transaction
         as detailed in the Circular, remain outstanding:

         a.      the approval of the applicable regulatory bodies including gaming boards in
                 Latin America, which approval, if conditional, is to the satisfaction of the Parties;
         b.      any further South African Reserve Bank approval, to the extent required; and
         c.      waiver of the rights from existing lenders, who have the right to accelerate repayment
                 of loans as a result of the Transaction or the Parties securing replacement financing for
                 these loans.

4.       FINALISATION OF THE TRANSACTION

         A finalisation announcement will be released on SENS once the Transaction has been
         implemented and all conditions precedent have been fulfilled.

 Sandton
 2 November 2015


 Joint financial advisor and sponsor to    Legal advisor to Sun            Joint financial advisor to Sun
            Sun International                 International                         International
         RAND MERCHANT BANK                  CorreaGubbins            Larrainvial Servicios Profesionales Ltda.
  (A division of FirstRand Bank Limited)

     Independent reporting accountants and                  Independent reporting accountants and
         auditors for Sun International                             auditors for Dreams
          PricewaterhouseCoopers Inc.                          KPMG Services Proprietary Limited

Date: 02/11/2015 03:31:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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