Distribution of Integrated Annual Report, Change Statement and Notice of Annual General Meeting VUNANI LIMITED (Incorporated in the Republic of South Africa) (Registration number 1997/020641/06) JSE code: VUN ISIN: ZAE000163382 (“Vunani” or “the company”) DISTRIBUTION OF INTEGRATED ANNUAL REPORT, CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING Shareholders are advised that the company’s integrated annual report including the audited annual financial statements for the year ended 29 February 2020 has been published and is available on the Company’s website: https://www.vunanilimited.co.za/investor-relations/integrated-reports/, and contains modifications to the reviewed results which were announced on SENS on 30 June 2020. The annual financial statements were audited by the Company’s auditors, KPMG Inc. and their unmodified report which includes Key Audit Matters, is included in the integrated annual report and also available for inspection on the company’s website. The change statement highlights the changes between the audited annual financial statements and the reviewed results published on 30 June 2020. There was no impact on the statement of cash flows. The impact of the change on the financial results is detailed below: The consolidated statement of comprehensive income before and after the change is below: Consolidated statement of comprehensive Notes Reviewed Audited Change income 29 February 29 February Figures in R’000 2020 2020 Revenue 462 156 462 156 - Other income 12 950 12 950 - Bargain purchase gain 1 54 515 34 889 (19 626) Investment revenue 12 386 12 386 - Interest received from investments 6 023 6 023 - Impairments (4 264) (4 264) - Fair value adjustments (30 370) (30 370) - Equity-accounted earnings (net of income 9 968 9 968 - tax) Commodities trading related costs (83 374) (83 374) - Operating expenses (363 988) (363 988) - Results from operating activities 1 76 002 56 376 (19 626) Finance income 4 813 4 813 - Finance costs (9 801) (9 801) - Net finance costs (4 988) (4 988) - Profit before income tax 1 71 014 51 388 (19 626) Income tax expense (11 920) (11 920) - Profit for the year 1 59 094 39 468 (19 626) Other comprehensive income - Items that are or may be subsequently (11 981) (11 981) - reclassified to profit or loss Exchange differences on translating (8 924) (8 924) - foreign operations Hyperinflation adjustments (3 057) (3 057) - Total comprehensive income for the year 1 47 113 27 487 (19 626) Profit for the year attributable to: - Equity holders of Vunani Limited 1 55 365 35 893 (19 472) Non-controlling interest 1 3 729 3 575 (154) 1 59 094 39 468 (19 626) Total comprehensive income for the year - attributable to: Equity holders of Vunani Limited 1 47 598 28 126 (19 472) Non-controlling interest 1 (485) (639) (154) 1 47 113 27 487 (19 626) Basic earnings per share (cents) 1 34.5 22.3 (12.2) Basic earnings per share from operations 1 34.5 22.3 (12.2) Basic headline earnings per share (cents) 1 0.5 0.6 0.1 Basic headline earnings per share from 1 0.5 0.6 0.1 operations The consolidated statement of financial position before and after the change is below: Consolidated statement of financial Notes Reviewed Audited Change position 29 February 29 February Figures in R’000 2020 2020 Property, plant and equipment 27 903 27 903 - Goodwill 139 766 139 766 - Intangible assets 188 924 188 924 - Investment in associates 59 787 59 787 - Loans to associates 5 285 5 285 - Other investments 107 020 107 020 - Insurance related investments 286 589 286 589 - Deferred tax asset 45 529 45 529 - Other non-current assets 33 302 33 302 - Total non-current assets 894 105 894 105 - Other investments 4 432 4 432 - Inventory 65 631 65 631 - Taxation prepaid 3 150 3 150 - Reinsurance assets 20 136 20 136 - Loans to associates 1 460 1 460 Trade and other receivables 98 328 98 328 - Accounts receivable from trading activities 286 531 286 531 - Trading securities 143 143 - Cash and cash equivalents 246 530 246 530 - Total current assets 726 341 726 341 - Total assets 1 620 446 1 620 446 - Equity Stated capital 696 497 696 497 - Treasury shares (748) (748) - Share-based payment reserve 5 624 5 624 - Foreign currency translation reserve (9 509) (9 509) - Accumulated loss 1 (185 303) (204 775) (19 472) Equity attributable to equity holders of 1 506 561 487 089 (19 472) Vunani Limited Non-controlling interest 1 51 202 70 674 19 472 Total equity 557 763 557 763 - Liabilities Other financial liabilities 46 408 46 408 - Lease liabilities 12 339 12 339 - Investment contracts 310 585 310 585 - Insurance contract liabilities 78 348 78 348 - Deferred tax liabilities 50 562 50 562 - Total non-current liabilities 498 242 498 242 - Other financial liabilities 42 145 42 145 - Lease liabilities 7 336 7 336 - Taxation payable 9 031 9 031 - Insurance contract liabilities 11 600 11 600 - Trade and other payable 198 506 198 506 - Accounts payable from trading activities 285 956 285 956 - Trading securities 15 15 - Bank overdraft 9 852 9 852 - Current liabilities 56 441 56 441 - Total liabilities 1 062 683 1 062 683 - Total equity and liabilities 1 620 446 1 620 446 Shares in issue (000s) 161 156 161 156 - Net asset value per share (cents) 1 314.3 302.2 (12.1) Net tangible asset value per share (cents)1 110.4 98.3 (12.1) The consolidated statement of changes in equity is detailed below: Reviewed Consolidated Statement of changes in Notes Stated Treasury Share Foreign Accumula Total Non- Total equity capital shares based currency ted loss attributabl controlling equity payment translatio e to equity interest reserve n reserve holders Figures in R’000 Balance as at 28 February 2018 – Audited 706 572 (14 842) 21 646 (3 105) (310 453) 399 818 (566) 399 252 Total comprehensive income for the period Profit for the year – – – – 88 553 88 553 1 699 90 252 Other comprehensive income for the period – – – 1 363 – 1 363 796 2 159 Total comprehensive income for the period – – – 1 363 88 553 89 916 2 495 92 411 Transactions with owners, recorded directly in equity Acquisition of treasury shares – (1 268) – – – (1 268) – (1 268) Share-based payments – – 7 844 – – 7 844 – 7 844 Dividends paid – – – – (9 677) (9 677) (838) (10 515) Delisted shares (10 075) – – – – (10 075) – (10 075) Transfer between reserves * – 16 054 (23 984) – 7 930 – – – Disposal to non-controlling interests – – – – (7 289) (7 289) 7 289 – Total transactions with owners, recorded (10 075) 14 786 (16 140) – (9 036) (20 465) 6 451 (14 014) directly in equity Balance as at 28 February 2019 – Audited 696 497 (56) 5 506 (1 742) (230 936) 469 269 8 380 477 649 Total comprehensive income for the year Profit for the year – – – – 55 365 55 365 3 729 59 094 Other comprehensive income for the year – – – (7 767) – (7 767) (4 214) (11 981) Total comprehensive income for the period – – – (7 767) 55 365 47 598 (485) 47 113 Transactions with owners, recorded directly in equity Acquisition of treasury shares – (4 246) – – – (4 246) – (4 246) Transfer of treasury shares 3 554 (3 554) – – – – – Share-based payments – – 5 009 – – 5 009 – 5 009 Dividends paid – – – – (11 912) (11 912) (1 244) (13 156) Transfer between reserves * (1 337) – 1 337 – – – Acquisition of non-controlling interest – – – – 843 843 (843) – Business combination @ – – – – – – 45 394 45 394 Total transactions with owners, recorded – (692) 118 – (9 732) (10 306) 43 307 33 001 directly in equity Balance as at 29 February 2020 – Reviewed 696 497 (748) 5 624 (9 509) (185 303) 506 561 51 202 557 763 Audited Consolidated Statement of changes in Note Stated Treasur Share Foreign Accumula Total Non- Total equity s capital y shares based currency ted loss attributabl controlling equity payment translatio e to equity interest reserve n reserve holders Figures in R’000 Balance as at 28 February 2018 – Audited 706 572 (14 842) 21 646 (3 105) (310 453) 399 818 (566) 399 252 Total comprehensive income for the period Profit for the year – – – – 88 553 88 553 1 699 90 252 Other comprehensive income for the period – – – 1 363 – 1 363 796 2 159 Total comprehensive income for the period – – – 1 363 88 553 89 916 2 495 92 411 Transactions with owners, recorded directly in equity Acquisition of treasury shares – (1 268) – – – (1 268) – (1 268) Share-based payments – – 7 844 – – 7 844 – 7 844 Dividends paid – – – – (9 677) (9 677) (838) (10 515) Delisted shares (10 075) – – – – (10 075) – (10 075) Transfer between reserves * – 16 054 (23 984) – 7 930 – – – Disposal to non-controlling interests – – – – (7 289) (7 289) 7 289 – Total transactions with owners, recorded (10 075) 14 786 (16 140) – (9 036) (20 465) 6 451 (14 014) directly in equity Balance as at 28 February 2019 – Audited 696 497 (56) 5 506 (1 742) (230 936) 469 269 8 380 477 649 Total comprehensive income for the year Profit for the year – – – – 35 893 35 893 3 575 39 468 Other comprehensive income for the year – – – (7 767) – (7 767) (4 214) (11 981) Total comprehensive income for the period – – – (7 767) 35 893 28 126 (639) 27 487 Transactions with owners, recorded directly in equity Acquisition of treasury shares – (4 246) – – – (4 246) – (4 246) Transfer of treasury shares 3 554 (3 554) – – – – – Share-based payments – – 5 009 – – 5 009 – 5 009 Dividends paid – – – – (11 912) (11 912) (1 244) (13 156) Transfer between reserves (1 337) – 1 337 – – – Acquisition of non-controlling interest – – – – 843 843 (843) – Business combination 1 – – – – – – 65 020 65 020 Total transactions with owners, recorded 1 – (692) 118 – (9 732) (10 306) 62 933 52 627 directly in equity Balance as at 29 February 2020 – Audited 1 696 497 (748) 5 624 (9 509) (204 775) 487 089 70 674 557 763 The consolidated statement of changes in equity is detailed below: Consolidated statement of cash flows Notes Reviewed Audited Change Figures in R’000 29 February 29 February 2020 2020 Cash flows from operating activities 73 017 73 017 - Net cash generated by operating activities 11 588 11 588 - Investment revenue received 9 970 9 970 - Finance income received (9 720) (9 720) - Finance costs paid (11 912) (11 912) - Dividends paid to shareholders (1 244) (1 244) - Dividends paid to non-controlling interest (19 247) (19 247) - Income tax paid 52 452 52 452 - Net cash generated by operating activities - Cash flows from investing activities 82 473 82 473 - Acquisition of subsidiaries net of cash acquired (1 180) (1 180) - Acquisition of property, plant and equipment 1 322 1 322 - Proceeds from disposal of property, plant and equipment 6 167 6 167 - Proceeds from repayment of loans to associates (2 494) (2 494) - Advances in investment and loans to associates 3 571 3 571 Dividends received from associates (5 519) (5 519) - Acquisition of intangible assets – computer software – – - Acquisition of other investments 13 685 13 685 - Proceeds on disposal of other investments 213 680 213 680 - Proceeds on disposal of insurance investments (4 349) (4 349) - Acquisition of insurance investments 307 356 307 356 - Net cash inflow/(outflow) from investing activities Cash flows from financing activities (4 246) (4 246) - Acquisition of treasury shares 38 037 38 037 - Advances of other financial liabilities (20 830) (20 830) - Repayments of other financial liabilities (175 158) (175 158) - Repayments of insurance liabilities 4 350 4 350 - Increase in insurance liabilities (7 402) (7 402) - Repayment of lease liabilities – capital repayment (165 249) (165 249) - Net cash outflow from financing activities 194 559 194 559 - Net increase/(decrease) in cash and cash equivalents (2 341) (2 341) Effect of movement in exchange rates on cash held 44 460 44 460 - Cash and cash equivalents at the beginning of the year 236 678 236 678 - Total cash and cash equivalents at end of the year 73 017 73 017 - The segmental reporting is detailed below: Reviewed Revenue Reportable segment Total assets Total liabilities Reviewed profit/(loss) after tax Reviewed Reviewed 29 February 2020 Reviewed 29 February 2020 29 February 2020 29 February 2020 Figures in R’000 Fund management 96 810 10 538 92 225 (37 034) Asset administration 139 245 16 575 227 602 (71 209) Insurance 59 723 55 215 628 099 (523 501) Investment banking Advisory services 13 969 (403) 7 373 (2 434) Institutional securities broking 36 936 (757) 297 365 (293 070) Private equity Commodities trading 105 416 (9 425) 92 789 (91 675) Other investments 10 057 (12 649) 274 993 (43 760) Total 462 156 59 094 1 620 446 (1 062 683) Audited Note Revenue Reportable segment Total assets Total liabilities Audited profit/(loss) after tax Audited Audited 29 February 2020 Audited 29 February 2020 29 February 2020 29 February 2020 Figures in R’000 Fund management 96 810 10 538 92 225 (37 034) Asset administration 139 245 16 575 227 602 (71 209) Insurance 1 59 723 35 589 628 099 (523 501) Investment banking Advisory services 13 969 (403) 7 373 (2 434) Institutional securities broking 36 936 (757) 297 365 (293 070) Private equity Commodities trading 105 416 (9 425) 92 789 (91 675) Other investments 10 057 (12 649) 274 993 (43 760) Total 462 156 39 468 1 620 446 (1 062 683) Notes 1. This adjustment relates to the reduction of the bargain purchase on the acquisition of Oracle Insurance Eswatini. This was done to correct the allocation of the net assets to the non-controlling interests on acquisition. This resulted in a reduction in the bargain purchase of R19.6 million and corresponding increase in the non- controlling interest recognized as part of the business combination. Notice of AGM Notice is hereby given that the annual general meeting of shareholders of the company will be held on Wednesday, 21 October 2020 at 11h00 and will be conducted entirely, and be accessible by shareholders, through electronic communication to transact the business as stated in the notice of annual general meeting forming part of the company's integrated annual report. The notice of annual general meeting will be distributed to shareholders on Thursday, 17 September 2020 The record date, for purposes of determining which shareholders are entitled to receive the notice of annual general meeting was Friday, 4 September 2020. The last day to trade and the record date, in order for shareholders to be eligible to participate in and vote at the annual general meeting is Tuesday, 6 October 2020 and Friday, 9 October 2020, respectively. 10 September 2020 Sandton Sponsor Grindrod Bank Limited Date: 10-09-2020 02:00:00 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.