Approval of debt restructuring by lenders Sentula Mining Limited Incorporated in the Republic of South Africa (Registration number 1992/001973/06) Share code: SNU ISIN: ZAE000107223 (“Sentula” or “the Company”) NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN RESPECT OF WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, OF THIS ANNOUNCEMENT WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION OR IN RESPECT OF WHICH THE OFFERING CONTEMPLATED BY THIS ANNOUNCEMENT IS UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO PURCHASE, OTHERWISE ACQUIRE, SUBSCRIBE FOR, SELL, OTHERWISE DISPOSE OF OR PURCHASE ANY SECURITY IN ANY JURISDICTION. APPROVAL OF DEBT RESTRUCTURING BY LENDERS Sentula shareholders are referred to the circular to Sentula shareholders dated 13 January 2016 (“the Circular”) pertaining to a partially underwritten renounceable rights offer (“the Rights Offer”), in which they were advised of the commencement of discussions with its existing lenders with a view to concluding a debt restructuring agreement (‘the Debt Restructuring Agreement”) and appraised of the proposed terms thereof. The Board is pleased to announce that it has been advised by the Standard Bank Consortium (“SBC”) that SBC has received the requisite internal approvals to proceed with the execution of the Debt Restructuring Agreement on the following salient terms: – Sentula will repay R37,25m of the outstanding R74.5 million term debt from the proceeds of the Rights Offer by 31 March 2016; – the remaining outstanding balance of the term debt of R37,25 million will be payable as follows: o four quarterly amortization payments of R3.75 million per quarter, with the first of these quarterly payments due on 30 June 2016; and o a bullet payment of R22,25m on 31 March 2017; – the applicable interest rate will be the Johannesburg Interbank Agreed Rate (“JIBAR”) plus a margin of 425 basis points. Furthermore, SBC has agreed to roll the terms of the existing facility from 2 March 2016, being the date on which it expires, to 31 March 2016, due to the fact that the proceeds of the Rights Offer are only expected to flow on 22 March 2016. The Debt Restructuring Agreement is to be effective from 31 March 2016. The implementation of the Debt Restructuring Agreement is contingent upon the implementation of the Rights Offer, which is subject to the fulfilment of the following conditions precedent: – approval of certain enabling resolutions and approval of a waiver of a potential mandatory offer (“the Waiver”) by the requisite majorities of Sentula shareholders and independent Sentula shareholders in general meeting, respectively, details and notice of which were contained in the Circular; – the granting of an exemption by the Take-over Regulation Panel in relation to the Waiver; – approval by the JSE Limited of a circular to Sentula shareholders containing information about the Rights Offer; and – approval by the JSE for the listing of the letters of allocation and the Rights Offer shares. Johannesburg 8 February 2016 Corporate advisor and transaction sponsor Questco (Proprietary) Limited 2 Date: 08/02/2016 03:59:00 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.