General repurchase of shares announcement Datatec Limited Incorporated in the Republic of South Africa (Registration Number: 1994/005004/06) JSE share code: DTC ISIN: ZAE000017745 ("Datatec" or the "Company") GENERAL REPURCHASE OF SHARES ANNOUNCEMENT 1. INTRODUCTION The board of directors of the Company ("Board") hereby advises shareholders that the Company, in accordance with the general authority granted by shareholders at the Company’s annual general meeting held on Thursday, 20 September 2018 (“General Authority”), has cumulatively repurchased from shareholders 11 888 988 ordinary shares (“Shares”) in aggregate, representing 4.996% of the Company's issued share capital (excluding treasury Shares). On 10 December 2018, shareholders were advised that Datatec had cumulatively repurchased 7 144 307 ordinary Datatec shares in aggregate under the General Authority, representing 3.002% of the Company's issued share capital and these shares were subsequently cancelled and delisted. A further 4 744 681 ordinary Datatec shares, representing 1.994% of the Company’s issued share capital, were repurchased during the period commencing 10 December 2018 up to and including 14 January 2019 ("Repurchase"). This additional Repurchase brings the total repurchased shares under the General Authority to 4.996% of the Company’s issued share capital. The Company has opted not to exceed the 5% threshold in terms of the provisions of the Companies Act (section 48(8)). The remaining 15.004% of the 20% granted in terms of the General Authority was therefore not utilised. 2. DETAILS OF THE REPURCHASE Details of the Repurchase are as follows: Dates of Repurchase: 10 December 2018 to 14 January 2019 Highest repurchase price per Share: R 29.00 Lowest repurchase price per Share: R 25.89 Number of Shares repurchased: 4 744 681 Total value of Shares repurchased: R 132 302 341 Total Shares in issue before the Repurchase: 230 844 681 Total Shares in issue after cancellation of repurchased shares: 226 100 000 Number of treasury shares (unchanged): 14 315 Application has been made to the JSE to cancel and delist the shares which have been repurchased, with effect from Thursday 17 January 2019. 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 recognised 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 available cash resources. 5. FINANCIAL INFORMATION The Company’s cash balances decreased by R132.8 million as a result of the Repurchase and, on cancellation of the Repurchase Shares, share capital and share premium will reduce by the same amount. Interest receivable at rates of approximately 7% per annum (pre-tax) will be foregone on the cash resources used to acquire the Repurchase Shares. The reduced number of Shares in issue after cancellation of the Repurchase Shares will result in a lower weighted average number of shares used to calculate earnings per share in future reporting periods. 6. COMPLIANCE WITH PARAGRAPH 5.72 OF THE LISTINGS REQUIREMENTS The Repurchase was effected through the order book operated by the JSE and done without any prior understanding or arrangement between the Company and the counter parties. Accordingly, the Company has complied with paragraph 5.72 of the Listings Requirements of the JSE. Johannesburg 15 January 2019 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 15/01/2019 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.