MMI Share buy-back MMI Holdings Limited (Incorporated in the Republic of South Africa) Registration number 2000/031756/06) JSE share code: MMI NSX share code: MIM (“MMI Holdings” or “The Company”) MMI GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration No. 1904/002186/06) Company code: MMIG 1. INTROODUCTION The board of directors of the Company ("Board") hereby, in terms of paragraph 11.27 of the Listings Requirements of the JSE Ltd ("JSE"), informs shareholders that the Company, in accordance with the general authority granted by shareholders at the Company’s annual general meeting held on 24 November 2017 ("General Authority"), has cumulatively repurchased from shareholders, through the order book operated by the JSE, and in a series of unrelated transactions without any prior understanding or arrangement between the Company and these shareholders, a number of ordinary shares as per the details hereunder. Accordingly, the Company has complied with paragraph 5.72 (a) of the Listings Requirements of the JSE. 2. DETAILS OF THE CUMULATIVE REPURCHASE Dates of Repurchase: Wednesday, 07 March 2018 to Tuesday, 20 November 2018 Highest repurchase price per share: R23.23 Lowest repurchase price per share: R16.20 Number of shares repurchased: 100 962 617 Total cost of shares repurchased: R1 916 266 151 The number of shares which may still be repurchased by the company in terms of the 135 455 974 General Authority: The percentage of shares which may still be repurchased by the company in terms of the 8.59% General Authority: Total shares in issue on 07 March 2018: 1 576 123 941 Total shares in issue on 20 November 2018: 1 530 288 264 Number of Treasury shares: 55 126 940 Subsequent to the previous announcement made by the Company on 5 July 2018, the Company directly repurchased a further 1.98% (31 271 464 shares) of the outstanding shares. In addition, further shares representing 1.42% (22 314 032 shares) of the outstanding shares have been purchased through a wholly owned subsidiary of the Company. The shares repurchased through the Company’s subsidiary will be held as treasury shares. Following the previous A5 delisting application approved by the JSE on 29 June 2018, a further A5 delisting application to the JSE has been submitted, requesting a cancelation of an additional 32 812 908 shares repurchased by the Company and the listing thereof terminated. 3. STATEMENT BY THE BOARD The Board has considered the effect of the Repurchase and is of the opinion that, for a period of 12 months following the date of the Repurchase: • The Company and its subsidiaries (the "group") will be able in the ordinary course of business to pay its debts; • The assets of the Company and the group will be in excess of the liabilities of the Company and the group. For this purpose, the assets and liabilities were recognized and measured in accordance with the accounting policies used in the latest audited annual group financial statements; • The share capital and reserves of the Company and the group will be adequate for ordinary business purposes; • The working capital of the Company and the group will be adequate for ordinary business purposes; and • The Company and the group have passed the solvency and liquidity test and since the test was performed, there have been no material changes to the financial position of the group 4. SOURCE OF FUNDS The repurchase was funded from The Company’s internal cash resources. 5. FINANCIAL INFORMATION The Company’s cash balances have decreased cumulatively by R1 916 266 151 as a result of the Repurchase, since its commencement. Upon cancellation of the Repurchase Shares, share capital and retained earnings will reduce by the amount of the Repurchased Shares so cancelled. 6. COMPLETION OF THE REPURCHASE PROGRAMME The repurchase programme will continue until the earlier of the completion of the R2 billion buy-back program or 12 months. CENTURION 22 November 2018 Sponsor in South Africa Merrill Lynch South Africa (Pty) Limited Sponsor in Namibia Simonis Storm Securities (Pty) Limited Debt Sponsor Rand Merchant Bank, a division of FirstRand Bank Limited Date: 22/11/2018 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.