Acquisition of further interest in OUTsurance and withdrawal of cautionary announcement RAND MERCHANT INVESTMENT HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000210688 JSE ordinary share code: RMI ("RMI" or “the Company”) ACQUISITION OF FURTHER INTEREST IN OUTSURANCE AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT 1. Introduction Shareholders of RMI are advised that the Company has increased its shareholding in OUTsurance Holdings Limited (“OUTsurance”). Following two transactions, as set out in this announcement, RMI’s shareholding in OUTsurance will increase from 84.1% to 87.5%. 2. OUTsurance acquisition of an indirect stake in Hastings As communicated in RMI’s interim results announcement and in the detailed cautionary announcement released on the Stock Exchange News Service on 13 March 2017, the Company and OUTsurance have entered into an agreement in terms of which RMI will dispose of a 49% interest in RMI’s wholly-owned subsidiary, Main Street 1353 Proprietary Limited (“Main Street”), to OUTsurance (“the Proposed Transaction”). The Proposed Transaction will result in the 29.9% shareholding Main Street acquired in Hastings Group Holdings plc (“Hastings”) on 1 March 2017 being held in a 51%:49% partnership between RMI and OUTsurance. The Proposed Transaction will be concluded on similar terms to RMI’s initial investment in Hastings. OUTsurance will fund the Proposed Transaction through surplus cash and the issue of new shares at an effective OUTsurance equity value of R29.2 billion. The Proposed Transaction remains subject, inter alia, to the requisite regulatory approvals. 3. Acquisition of additional OUTsurance shares As set out in OUTsurance’s interim results, certain members of the executive team have recently become non-executive directors. This change in roles involved them indicating their intention to dispose of a portion of their OUTsurance shares. RMI has exercised its pre- emptive rights to acquire these shares (“Management Acquisition”). The Management Acquisition was executed at an effective OUTsurance equity value of R28.9 billion. RMI issued 20,000,000 new shares (“New Ordinary Shares”) to existing RMI shareholders and the proceeds were utilised to fund the Management Acquisition. 4. Withdrawal of cautionary announcement Following publication of this announcement, caution is no longer required to be exercised by RMI shareholders when dealing in their RMI shares. Sandton 12 May 2017 Merchant Bank and Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Legal Advisers ALLEN & OVERY LLP AND CLIFFE DEKKER HOFMEYR INC Date: 12/05/2017 02:33:00 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.