Results of the rights offer – successful raising of R289 million Phumelela Gaming & Leisure Limited (Registration number 1997/016610/06) (Incorporated in the Republic of South Africa) Share Code: PHM ISIN: ZAE000039269 (“Phumelela” or the “Company”) NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT RESULTS OF THE RIGHTS OFFER – SUCCESSFUL RAISING OF R289 MILLION Phumelela shareholders (“Shareholders”) are referred to the circular (“Circular”) dated Tuesday, 17 January 2017 relating to the renounceable rights offer of R289 million (“Rights Offer”). The Rights Offer consisted of an offer of 16 602 230 Phumelela shares (“Rights Offer Shares”) in the ratio of 21.91067 Rights Offer Shares for every 100 ordinary shares held on the record date of the Rights Offer, at a subscription price of R17.39 per Rights Offer Share. The Rights Offer closed at 12h00 on Friday, 3 February 2017 and was significantly oversubscribed. The results of the Rights Offer are set out below: Percentage of Applications Number of shares Rights Offer Value (R'm) Shares Subscriptions for Rights Offer Shares 15 589 324 93.9% 271.1 Applications for excess Rights Offer Shares 32 552 868 196.1% 566.1 Total applications for Rights Offer Shares 48 142 192 290.0% 837.2 Percentage of Allocations Number of shares Rights Offer Value (R'm) Shares Subscriptions for Rights Offer Shares 15 589 324 93.9% 271.1 Excess Rights Offer Shares allocated 1 012 906 6.1% 17.6 Total Rights Offer Shares allocated 16 602 230 100.0% 288.7 The excess applications applied for will be allocated equitably, taking cognisance of the number of Phumelela shares and rights held by each Shareholder immediately prior to such allocation, including those taken up as a result of the Rights Offer, and the number of excess shares applied for by such Shareholder. Share certificates will be posted to certificated Shareholders, who followed their rights, on Monday, 6 February 2017. Dematerialised Shareholders who have subscribed for Rights Offer Shares will have their accounts debited and updated by their CSDP or broker on Monday, 6 February 2017. Share certificates will be posted to certificated Shareholders who have applied for excess Rights Offer Shares on Wednesday, 8 February 2017 and dematerialised Shareholders who applied for excess Rights Offer Shares will have the excess Rights Offer Shares allocated to them and credited to their accounts by their CSDP or broker on Wednesday, 8 February 2017. Refund payments in respect of unsuccessful applications will be made to the relevant applicants on or about Wednesday, 8 February 2017. No interest will be paid on monies received in respect of unsuccessful applications. Following the conclusion of the Rights Offer, the total issued share capital of the Company will increase to 93,704,115 shares. Financial Advisor and Sponsor to the Rights Offer Investec Bank Limited Legal Advisor Roodt inc. Johannesburg 6 February 2017 Date: 06/02/2017 05:07:00 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.