Increased investment by Sabvest in DNI-4PL Contracts (Pty) Limited (“DNI”) through JAA Holdings (Pty) Limited(“JAA") SABVEST LIMITED (Incorporated in the Republic of South Africa) (Registration number 1987/003753/06) Share code: SBV – ordinary shares / SVN – ‘N’ ordinary shares ISIN: ZAE000006417 – ordinary shares / ISIN: ZAE000012043 – 'N' ordinary shares ("Sabvest" or "the Company") INCREASED INVESTMENT BY SABVEST IN DNI-4PL CONTRACTS (PTY) LIMITED ("DNI") THROUGH JAA HOLDINGS (PTY) LIMITED ("JAA") 1. Introduction Shareholders are advised that a number of transactions have been concluded as follows: - JAA has increased its investment in DNI from 34,9% to 46%. - Sabvest, which currently owns 28,4% of JAA, will increase its investment in JAA to 34,78% in two tranches totaling R118,5m by 29 April and by 29 June 2019. - This will have the effect of increasing Sabvest’s indirect interest in DNI to 16%. - The balance of 65,22% in JAA will be held by AJD Holdings (Pty) Limited, an entity owned and controlled by the family of Mr Andrew Dunn, the CEO of DNI. 2. Categorisation of the investment Sabvest announced its first investment in JAA on 31 October 2018 in an amount of R159,7m. This subsequent investment is required to be aggregated with the first investment in considering the categorisation of the transactions and has accordingly been determined to be a category 2 transaction requiring an announcement in terms of section 9.5(a) of the JSE Listings Requirements and Sabvest’s approved investment policy. 3. Nature of the business of JAA JAA is a SPV formed for the sole purpose of owning shares in DNI. 4. Nature of the business of DNI The primary business of DNI is the provision of technology, logistics and distribution services to the telecommunications industry through a network of sales agents and special purpose vehicles in urban and rural communities. DNI is a leading distributor of pre-paid airtime, mobile subscriber starter packs and sim cards. It is also a distributor of cellphones to LSM 1-3 consumers in South Africa. Its other operations include Money4Jam, a micro jobbing platform, and International Tower Corporation which provides financing for telecommunication tower networks in South Africa. 5. Rationale for the increased investment Sabvest was previously invested in DNI through JAA in accordance with the announcement of 31 October 2018. Sabvest is very satisfied with the performance and growth prospects of DNI and accordingly decided to increase its investment when the opportunity arose. 6. Investment consideration 6.1 The additional investment in JAA by Sabvest will be R118,5m by way of a subscription for additional ordinary shares in JAA. 6.2 The investment amount will be funded from Sabvest’s cash resources. 7. Conditions precedent The investment is subject to certain conditions precedent which may be met or can be waived by Sabvest at its discretion on or before 29 April 2019. 8. Financial effects on Sabvest 8.1 There will be no effect on the NAV per share as the investment amount and the fair value of the investment are expected to be the same on the date of the investment. 8.2 There will be no effect on HEPS and EPS as the projected increase in valuation for the first accounting period for fair value purposes is expected to be approximately equal to the interest foregone on the cash balances from which the investments will be funded. 9. Financial profile of DNI The following information relates to the audited PAT and NAV of DNI, prepared in terms of International Financial Reporting Standards, that would have been attributable to a 16% look-through equity interest in DNI if it had been held by JAA for the financial year ended 30 June 2018: 9.1 PAT R42,3m 9.2 NAV R70,1m Sandton 2 April 2019 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 02/04/2019 07:05:00 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.