Results of Rights Offer SYGNIA LIMITED (Incorporated in the Republic of South Africa) (Registration number 2007/025416/06) JSE share code: SYG ISIN: ZAE000208815 ("Sygnia" or the "Company") Results of Rights Offer 1. Introduction Sygnia Shareholders (“Shareholders”) are referred to the announcement released through the Stock Exchange News Services (“SENS”) of the JSE Limited on 19 July 2017, wherein Shareholders were advised that Sygnia has resolved to pursue a partially underwritten renounceable rights offer to raise R160 000 000 through the issue of 17 777 778 ordinary shares (“Rights Offer Shares”) at a price of R9.00 per Rights Offer Share in the ratio of 12.95964 Rights Offer Shares for every 100 Sygnia ordinary shares (“Ordinary Shares”) (“the Rights Offer”) held as at the close of business on Friday, 28 July 2017 (“Record Date”). 2. Results of the Rights Offer The Rights Offer closed at 12h00 on Friday, 11 August 2017 and the results of the Rights Offer are as follows: Number of Rights Offer % of Rights Offer Shares Shares Rights Offer Shares available for subscription 17,777,778 100% Rights Offer Shares subscribed for 17,531,919 98.62% Excess Rights Offer Shares applied for and allocated 245,859 1.38% 3. Issue of Rights Offer Shares There were no holders of certificated shares as at the Record Date and, accordingly, no new certificated shares are being posted. Dematerialised Shareholders (or their renouncees) registered as such on the Record Date, who validly subscribed for Rights Offer Shares, will have their accounts at their central securities depository participants (“CSDP”) or broker updated with the Rights Offer Shares, to which they are entitled, on Monday, 14 August 2017. 4. Excess Applications The Rights Offer was 98.62% subscribed for, with 1.38% Rights Offer Shares available for excess applications. Shareholders are advised that excess Rights Offer Shares applied for have been allocated in an equitable manner in accordance with the Rights Offer Circular. Dematerialised shareholders who have been allocated excess Rights Offer Shares will have their accounts updated and debited by their CSDP or broker with the excess Rights Offer Shares on or about Wednesday, 16 August 2017. 5. Underwriting The Rights Offer was partially underwritten by Sygnia Life Limited (“Underwriter”). As the Rights Offer has been fully subscribed, taking account of the Excess Applications received, the Underwriter is not required to subscribe for any Rights Offer Shares in terms of the Rights Offer. 6. Irrevocable undertaking and renunciation The Company secured an irrevocable undertaking from MF Wierzycka, to follow 100% of her Rights (held through her direct shareholding) to the value of R23 429 988 (2 603 332 (14.64%) of the Rights Offer Shares). The Company also secured an irrevocable undertaking from SJB Peile, a related party to MF Wierzycka, to follow 71.03% of his Rights (held through his direct shareholding) to the value of R16 570 008 (1 841 112 (10.36%) of the Rights Offer Shares). SJB Peile (held through his direct shareholding) and MF Wierzycka and SJB Peile (held through their indirect shareholding in Zatoka Trust) to renounce their remaining Rights to a strategic off shore shareholder and the majority black-owned and black-controlled shareholder, African Equity Empowerment Investments Limited (collectively “the Renouncees”). In addition, Ulundi Holdings Proprietary Limited, Mobula Trust and NJ Giles also renounced all of their Rights to the Renouncees. The Renouncees have signed irrevocable undertakings to subscribe for Ordinary Shares associated with the renounced Rights to the value of R80 952 939 (8 994 771 (50.6%) of the Rights Offer Shares). 7. Dealings in securities by directors during course of the Rights Offer The dealings in securities by directors, related to the Rights Offer, have been disclosed in a separate SENS announcement published simultaneously to this announcement. 14 August 2017 Transaction Sponsor PricewaterhouseCoopers Corporate Finance (Pty) Ltd Legal Advisers Webber Wentzel Sponsor Nedbank Corporate and Investment Banking Date: 14/08/2017 01:00:00 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.