SUN INTERNATIONAL LIMITED - Settlement of Obligation under the Lapsed Peermont Group Transaction

Settlement of Obligation under the Lapsed Peermont Group Transaction

SUN INTERNATIONAL LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1967/007528/06)
Share code: SUI
ISIN: ZAE000097580
(“SIL”)

Settlement of Obligation under the Lapsed Peermont Group Transaction

1. Introduction
   Shareholders are referred to the various Stock Exchange News Service announcements regarding the
   acquisition (“the Proposed Transaction”) by SIL’s subsidiary Sun International (South Africa) Limited of
   The Peermont Group ("Peermont") and specifically to the announcement dated 15 December 2015
   whereby it was advised that the Competition Commission (“the Commission”) had recommended to
   the Competition Tribunal (“Tribunal”) that the Proposed Transaction be prohibited in terms of section
   14A (1)(b)(iii) of the Competition Act, No. 89 of 1998, as amended, and that the dates for the hearing
   before the Tribunal were scheduled to run on selected dates during June 2016, commencing on 6 June
   2016 with an anticipated completion date of 30 June 2016.

   The approval of the Tribunal was a condition precedent to the Proposed Transaction which had to be
   fulfilled by 31 March 2016 (“Long Stop Date”). Given the timing of the Tribunal hearings it was
   impossible for the condition precedent to be met by the Long Stop Date. Any extension to the Long
   Stop Date or any other substantive amendment to the terms of the Proposed Transaction would have
   been conditional on SIL shareholder approval.

   The Proposed Transaction duly lapsed as a result of the non-fulfilment of the conditions precedent.

2. Settlement of Obligation to Peermont
   A key term of the Proposed Transaction was that if the Proposed Transaction was not implemented and
   the casino operations at Time Square at Menlyn Maine (“Time Square”) commenced operations, a
   financial instrument would be issued by Time Square in favour of Peermont obliging Time Square to pay
   Peermont a capital amount of R700 million, which could have increased to R900 million in certain
   defined circumstances (the “Note”). The Note had a term of 5 years bearing interest from the earlier of
   commencement of the operations of Time Square and 31 December 2017. The Note was guaranteed
   by SIL.

   The Time Square project is now at an advanced stage of construction and the casino operations are
   scheduled to open during April 2017. Shareholders are advised that the parties have agreed to
   detailed terms upon which the obligations under the Note will be early settled and as a result thereof,
   Time Square will make a payment of R675 million to Peermont in full and final settlement of all its
   obligations under the Note. The payment will be made upon fulfillment of certain conditions precedent
   by Peermont (essentially the obtaining of the requisite approvals from Peermont and its funders. It is
   anticipated that these will be obtained within 30 days hereof and payment will be effected
   immediately thereafter.


Sandton
18 May 2016

Legal Advisor
Cliffe Dekker Hofmeyr

Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)

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