Update: Recommended Offer for Universal Coal Plc - Signature of Subscription Agreements Coal of Africa Limited (Incorporated and registered in Australia) Registration number ABN 008 905 388 ISIN AU000000CZA6 JSE/ASX/AIM share code: CZA (‘CoAL or the ‘Company’) _________________________________________________________________________________ UPDATE: RECOMMENDED OFFER FOR UNIVERSAL COAL PLC - SIGNATURE OF SUBSCRIPTION AGREEMENTS _________________________________________________________________________________ Coal of Africa Limited (ASX, AIM and JSE: CZA) (“CoAL”) provides the following update on CoAL’s recommended offer for the entire issued and to be issued share capital of Universal Coal Plc (ASX: UNV) (the “Offer”). Unless otherwise defined in this announcement, capitalised terms used in this announcement have the meaning given to them in the offer document published by CoAL on 21 December 2015 (the “Offer Document”) as supplemented and varied by subsequent notices. CoAL is pleased to advise that it has now signed the two subscription agreements with Hengshun Zhongsheng Group Co., Ltd and Summer Trees PTE. Ltd (“the Subscribers”) pursuant to which the Subscribers will subscribe for 229,885,058 and 114,942,529 CoAL Shares respectively at a price of US$0.0435 (approximately A$0.059321) per CoAL Share, for total proceeds of US$15 million (“New Subscription Agreements”) These New Subscription Agreements will replace the YBI Subscription Agreement, which has been terminated, which was previously intended to be replaced by a US$15 million loan to be made available to CoAL by YBI as first noted in the notice of variation dated 8 April 2016. The New Subscription Agreements are conditional upon: a) the Offer having been declared by CoAL to have become unconditional in all respects; and b) the directors of CoAL (or a duly authorised committee of CoAL directors) having approved and authorised the issue of the CoAL shares to the Subscribers and the Subscribers having received a copy of the authorising resolution. No further shareholder approvals will be required in order to facilitate the issue of CoAL Shares to the Subscribers, noting that CoAL has been granted an extension until 3 August 2016 to issue the Shares approved at the General Meeting held on 3 March 2016. 1 Exchange rate AUD$1.00:USD$0.7335 as published by the Reserve Bank of Australia on 12 May 2016 Enquiries CoAL Telephone: +27 (0)10 003 8000 David Brown, De Wet Schutte and Celeste Riekert Qinisele Resources (Proprietary) Limited (Financial Adviser Telephone: +27 (0)11 883 6358 to CoAL) Robert Philpot and Dennis Tucker Peel Hunt LLP (Nominated Adviser and Broker to CoAL) Telephone: + 44 (0)20 7418 8900 Matthew Armitt and Ross Allister Investec Bank Limited (JSE Sponsor for CoAL) Telephone: +27 (0)11 286 7000 Robert Smith and Tanya Cesare Tavistock (United Kingdom PR Adviser to CoAL) Telephone: +44 20 7920 3150 Jos Simson and Emily Fenton 31 May 2016 Date: 31/05/2016 08:00:00 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.