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A total of 65 517 241 new ordinary shares (the "Placing Shares") in the Company have been placed by J.P. Morgan Securities plc ("J.P. Morgan") and Deutsche Bank AG. London Branch (“Deutsche Bank”) (the "Joint Global Coordinators and Joint Bookrunners") with institutional investors at a price of ZAR87.00 per Placing Share (the "Placing Price") raising gross proceeds of approximately ZAR5 700 million. The Placing Price represents a discount of 5.0% to the closing share price of a Sanlam ordinary share on Tuesday, 27 March 2018 and represents a discount of 6.8% to the 30-day volume weighted average price as of 27 March 2018. The Placing Shares being issued represent approximately 3.0% of the Company’s issued ordinary share capital of 2 166 471 806 prior to the Placing.

The Placing Shares, when issued, will be fully paid and will rank pari passu in all respects with the existing ordinary shares of the share capital of the Company, including the right to receive all dividends and other distributions declared, made or paid after the date of issue of the Placing Shares. Subject to the approval by the JSE Limited (“JSE”), listing and trading of the Placing Shares on the exchange operated by the JSE ("Admission") is expected to commence at 09h00 on Tuesday, 3 April 2018. Investors will receive Placing Shares listed and trading on the JSE. In addition, subject to approval by Namibian Stock Exchange Limited, the Placing Shares will also be listed on the Namibian Stock Exchange. The Placing is conditional upon, among other things, Admission becoming effective and the placing agreement not being terminated in accordance with its terms prior to Admission.

Total issued ordinary share capital

Following Admission becoming effective, the Company's issued share capital will comprise 2 231 989 047 ordinary shares. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their beneficial interest in, or a change to their beneficial interest in, the Company’s ordinary shares under section 122 of the South African Companies Act, 71 of 2008 ("South African Companies Act").

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