UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2016

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1 Profitability. Empowerment. Positive Social Impact. ISIN Number: ZAE Share Code: BRT ISIN Number: ZAE Share Code: BRN Company Registration Number: 1995/010442/06 (Incorporated in the Republic of South Africa) ( Brimstone or the Company or the Group ) UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2016 HIGHLIGHTS Operating profit increased by 103% Increased stake in Sea Harvest to 85% Rationalisation of portfolio with further disposals Turnaround at Lion of Africa Insurance Company COMMENTARY The Company reported a profit for the period under review of R48.3 million compared to a loss of R480.1 million in the comparative period. The main contributors to this improvement were: Operating subsidiary Lion of Africa Insurance Company s improved performance resulting in a small loss of R3.4 million compared to a loss of R105.2 million in the comparative period; The increase in the fair value of investments, in particular Life Healthcare and Tiger Brands; and No further equity accounted losses in the Grindrod structure arising from fair value movements in the Grindrod share price. Further rationalisation of the investment portfolio resulted in the disposal of the entire interest in Taste Holdings for R143.4 million and the entire interest in Rex Trueform and African & Overseas Enterprises for R76.9 million during the period. Brimstone acquired an additional 26.6% interest in Sea Harvest increasing its stake to 85% for R274 million, of which R158 million was debited to equity as changes in ownership as required by IFRS. Sea Harvest increased its stake in Australian ASX listed Mareterram to a controlling interest of 56% subsequent to the period end. Intrinsic Net Asset Value (INAV) of R4.2 billion (R17.69 per share) remained materially the same as at 31 December 2015, despite providing for R169 million of additional Capital Gains Tax due to the increase in the inclusion rate from 66.6% to 80% of the corporate tax rate. UNDERLYING INVESTMENTS 1

2 Brimstone Portfolio SUBSIDIARIES Sea Harvest (85%) In line with its strategy of strongly supporting its investee companies, Brimstone increased its interest in Sea Harvest to 85% during the period, acquiring Kagiso Tiso s interest for R274 million. Sea Harvest delivered strong results for a third consecutive year. Total catches during the first six months were 5% better than the prior year, benefiting from improved catch rates and vessel availability. Sales volumes grew by an average of 2%, with strong growth of 15% in exports, where continued firm international demand for hake was supported on the supply side by the introduction of the Atlantic Hope into the freezer fleet. Local sales volumes were under pressure due to a continued stagnant economic environment and strong competitor activity. Revenue was 23% higher as a result of price increases and a weaker Rand. Reported EBITDA increased by 13% to R143 million for the period, this after taking into account R51 million of hedge losses for the period arising from the sudden weakening of the Rand in the first half of During the period, Sea Harvest made an offer for a controlling interest in Australian ASX listed agri-business Mareterram, in which it already held a 19.9% stake. The offer closed successfully on 22 July 2016, with Sea Harvest increasing its stake in Mareterram to 56% at a cost of R203 million. Lion of Africa Insurance Company (Lion of Africa) (100%) Lion of Africa reported a net loss for the six months ended 30 June 2016 of R3.4 million compared to a loss of R105.2 million for the same period last year. This loss includes once-off reorganisation costs and legacy claims. The results of the company have improved significantly due to the remedial action and strategic changes made in the business. These include more stringent risk acceptance procedures to clearly define the acceptance of risks being covered and the deployment of a completely new experienced executive team. Lion of Africa s balance sheet has strengthened significantly with solvency at 1.88 at 30 June 2016 compared to 1.02 at 31 December House of Monatic (Monatic) (100%) Revenue remained flat at R104 million for the first six months while net profit declined from R2.8 million in the comparative period to R0.3 million in the current period. This is mainly due to the poor retail climate affecting Monatic s own retail outlets as well as sales to independent retailers. Monatic opened a new C 2 store in the Mall of Africa increasing its retail footprint to seven stores. ASSOCIATES AND JOINT VENTURES Oceana (19.7%) Brimstone increased its shareholding in Oceana to shares with a market value of R2.6 billion. Oceana s share price closed at R per share, down from R per share at 31 December Brimstone accrued R25.8 million in dividends during the period under review and recorded R26.1 million in equity accounted earnings based on Oceana s reported six month earnings to 31 March An amount of R47.6 million was recorded as Brimstone s share of Oceana s non-distributable reserve, which is largely attributable to the increase in Oceana s foreign currency translation reserve. Grindrod (6.7%) Brimstone accounts for its share of the results in the Consortium SPV as a joint venture. Brimstone wrote its investment in the consortium down to nil at 31 December 2015, which position has remained unchanged at 30 June Grindrod s share price closed at R11.47 on 30 June 2016, up from R11.29 per share at 31 December Aon Re Africa (18%) Aon Re Africa is a leading reinsurance broker licensed and operating in South Africa and the rest of Africa. Aon Re Africa continued to successfully secure new business across all divisions which resulted in solid organic growth, especially outside of South Africa. Brimstone received a dividend of R14.3 million from Aon Re Africa and recorded R3.5 million in equity accounted earnings during the period under review. 2

3 ASSOCIATES AND JOINT VENTURES (CONTINUED) South African Enterprise Development (SAED) (25%) SAED is an investment vehicle providing equity growth capital to high potential small and medium sized enterprises. As at 30 June 2016, SAED was invested in two businesses, High Duty Castings, an iron foundry supplying the automotive and industrial sectors and Tombake, a provider of turnkey bakery and catering equipment solutions. SAED made a positive contribution to earnings during the period under review. Subsequent to the reporting period SAED concluded investments in Decision Inc. (Pty) Ltd, a business intelligence and data analytics solutions provider to companies in various industries, and The ASG Group, involved primarily in the wholesale distribution of cycling products and brands. INVESTMENTS Equites (10%) Equites share price closed at R14.25 per share, up from R12.75 per share at 31 December The investment was revalued upwards by R42.0 million to R399.0 million at period end. Life Healthcare (4.7%) Life Healthcare s share price closed at R36.20 per share, up from R35.07 per share at 31 December Brimstone disposed of 2.35 million Life Healthcare shares during the period, realising R88.3 million. The investment was revalued upwards by R62.6 million to R million. Brimstone received a dividend of 73 cents per share resulting in total dividend receipts from Life Healthcare of R36.6 million, up from R35.7 million for the comparative period. MTN Zakhele (2.7%) The MTN Zakhele share price closed at R77.50 per share, up from R73.90 per share at 31 December The investment was revalued upwards by R7.9 million to R169.9 million. The MTN Zakhele scheme is expected to mature in November Phuthuma Nathi (7%) The Phuthuma Nathi 1 shares and Phuthuma Nathi 2 shares closed at R and R per share (R165 and R163 per share at 31 December 2015) respectively. The investment was revalued downwards by R43.2 million to R735.2 million. Phuthuma Nathi has recommended a dividend that, if approved by shareholders, will be payable in September This dividend amounts to R91.3 million for Brimstone. Tiger Brands (0.9%) Brimstone s rights to Tiger Brands shares, accounted for as options, have been revalued at period end. The independently calculated option valuation was based on a closing share price of R per share, up from R per share at 31 December The investment was revalued upwards by R74.9 million to R324.9 million. BASIS OF PREPARATION The condensed consolidated interim financial statements are prepared in accordance with International Financial Reporting Standard, IAS 34: Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the JSE Listings Requirements and the requirements of the Companies Act of South Africa. The report has been prepared using accounting policies that comply with International Financial Reporting Standards which are consistent with those applied in the financial statements for the year ended 31 December The condensed financial information was prepared under the supervision of the Group Financial Director, Geoffrey George Fortuin BCom(Acc) Cum Laude, BCom(Acc)(Hons), CA(SA). The results have not been audited or reviewed by the Group s auditors, Deloitte & Touche. 3

4 DIVIDEND In line with previous years, no interim dividend is declared for the half year. PROSPECTS The Group will continue to maintain its positive long-term view on its investments and pursue value accreting opportunities. On behalf of the board F Robertson Executive Chairman MA Brey Chief Executive Officer 23 August 2016 DIRECTORATE AND ADMINISTRATION Registered office: Boundary Terraces, 1 Mariendahl Lane, Newlands 7700, Cape Town Transfer Secretaries: Computershare Investor Services (Pty) Ltd, 70 Marshall Street, Johannesburg 2001 Sponsor: Nedbank CIB, 135 Rivonia Road, Sandton 2196 Directorate: F Robertson (Executive Chairman)*, MA Brey (Chief Executive Officer)*, GG Fortuin (Financial)*, MI Khan (Chief Operating Officer)*, PL Campher (Lead Independent), M Hewu, N Khan, KR Moloko, MK Ndebele, LA Parker, FD Roman *Executive Website: info@brimstone.co.za 4

5 CONDENSED CONSOLIDATED INCOME STATEMENT for the 6 months ended 30 June 2016 Unaudited Unaudited Audited 6 months 6 months Year ended ended ended 30 June 30 June 31 December R Revenue Sales and fee income Dividends received Operating expenses ( ) ( ) ( ) Operating profit Fair value gains/(losses) ( ) ( ) Exceptional items Share of profits/(losses) of associates and joint ventures ( ) ( ) Profit/(loss) before net finance costs ( ) ( ) Income from investments Finance costs ( ) (98 370) ( ) Outside unit holders' interest (440) Net profit/(loss) before taxation ( ) ( ) Taxation ( ) Profit/(loss) for the period ( ) ( ) Profit/(loss) attributable to: Equity holders of the parent ( ) ( ) Non-controlling interests ( ) ( ) Earnings/(loss) per share (cents) Basic 12.2 (204.7) (284.8) Diluted 10.4 (175.4) (284.8) 5

6 CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME Unaudited Unaudited Audited 6 months 6 months Year ended ended ended 30 June 30 June 31 December R Profit/(loss) for the period ( ) ( ) Other comprehensive income/(loss), net of tax (7 661) 188 Items that may be reclassified subsequently to profit and loss Cash flow hedges Profit/(loss) arising during the period (7 661) (98 115) Share of non-distributable reserves of associates Items that will not be reclassified subsequently to profit and loss Share of non-distributable reserves of associates Total comprehensive income/(loss) for the period ( ) ( ) Total comprehensive income/(loss) attributable to: Equity holders of the parent ( ) ( ) Non-controlling interests (9 996) ( ) ( ) 6

7 CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 30 June 2016 Unaudited Unaudited Audited 6 months 6 months Year ended ended ended 30 June 30 June 31 December R ASSETS Non-current assets Property, plant, equipment and vehicles Goodwill and intangible assets Investments in associate companies and joint ventures Investments Deferred taxation Insurance assets Other financial assets Current assets Inventories Trade and other receivables Insurance assets Other financial assets Taxation Investments Cash and cash equivalents TOTAL ASSETS EQUITY AND LIABILITIES Capital and reserves Share capital Capital reserves Revaluation reserves Cash flow hedging reserve (13 892) (42 414) Changes in ownership ( ) (11 839) (11 839) Retained earnings Attributable to equity holders of the parent Non-controlling interests Non-current liabilities Long-term interest bearing borrowings Long-term provisions Other financial liabilities Insurance liabilities Deferred taxation Current liabilities Short-term interest bearing borrowings Bank overdrafts Trade payables Other payables Insurance liabilities Outside unit holders' interest Other financial liabilities 425 Short-term provisions Taxation TOTAL EQUITY AND LIABILITIES NAV per share (cents) Shares in issue at end of period (000's)

8 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY R 000 Share capital Capital reserves Revaluation reserves Cash flow hedging reserve Retained earnings Attributable to equity holders of the parent Changes in ownership Noncontrolling interests Total Balance at 1 January 2015 Audited (11 839) Attributable profit for the year ended 31 December 2015 ( ) ( ) ( ) Other comprehensive income/(loss) (57 336) (40 835) 188 Total comprehensive income/(loss) (57 336) ( ) ( ) (9 996) ( ) Recognition of share-based payments Dividend paid ( ) ( ) (27 767) ( ) Subsidiary's accrual for preference dividends Non-controlling interest arising on recognition of subsidiary Acquisition of non-controlling interest in subsidiary ( ) ( ) Issue of share capital Sale of trust units Treasury shares acquired (4) (51 958) (51 962) (51 962) Share of non-distributable reserves of associates transferred directly to equity Balance at 31 December 2015 Audited (42 414) (11 839) Attributable profit for the six months ended 30 June Other comprehensive income Total comprehensive income Recognition of share-based payments Dividend paid (85 791) (85 791) (5 725) (91 516) Subsidiary's accrual for preference dividends Acquisition of non-controlling interest in subsidiary ( ) 1 ( ) (8 968) ( ) Redemption of preference shares by subsidiary (88 994) (88 994) Issue of share capital Treasury shares acquired (49 900) (49 900) (49 900) Share of non-distributable reserves of associates transferred directly to equity (367) Balance at 30 June 2016 Unaudited (13 892) ( ) Acquisition of non-controlling interest in Sea Harvest, being the excess of the cash consideration over the net asset value of the equity interest acquired. 8

9 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED) R 000 Share capital Capital reserves Revaluation reserves Cash flow hedging reserve Retained earnings Attributable to equity holders of the parent Changes in ownership Noncontrolling interests Total 1 January 2015 to 30 June 2015 Unaudited Balance at 1 January 2015 Audited (11 839) Attributable (loss)/profit for the six months ended 30 June 2015 ( ) ( ) ( ) Other comprehensive loss (4 476) (4 476) (3 185) (7 661) Total comprehensive (loss)/income (4 476) ( ) ( ) ( ) Recognition of share-based payments Dividend paid ( ) ( ) (20 679) ( ) Subsidiary's accrual for preference dividends Non-controlling interest arising on recognition of subsidiary Repayment of capital by subsidiary (21 258) (21 258) Issue of share capital Change in equity of subsidiary Share of non-distributable reserves of associates transferred directly to equity (56) Balance at 30 June 2015 Unaudited (11 839)

10 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Unaudited Unaudited Audited 6 months 6 months Year ended ended ended 30 June 30 June 31 December R' Operating activities Net attributable profit/(loss) ( ) ( ) Adjustments for non-cash items Operating cash flows before movements in working capital (17 779) (Increase)/decrease in inventories (4 541) Decrease/(increase) in trade and other receivables ( ) (6 031) Outside unit holders' interest (16 145) (Decrease)/increase in trade and other payables ( ) (20 334) Net decrease/(increase) in insurance assets ( ) (8 670) Net (decrease)/increase in insurance liabilities ( ) (177) Cash generated from/(utilised in) operations (62 351) Interest received Dividends received from associates and joint ventures Dividends received from other equity investments Income taxes paid (11 306) (23 180) (77 979) Finance costs ( ) (60 605) ( ) Net cash generated from operating activities Investing activities Loan repayments and recoveries from associate and investments Proceeds on disposal of investments Proceeds on disposal of property, plant, equipment and vehicles Acquisition of property, plant, equipment and vehicles (61 522) (32 101) ( ) Acquisition of intangible assets (700) (820) (1 451) Acquisition of investments (20 032) ( ) ( ) Net cash generated from/(utilised in) investing activities ( ) Financing activities Dividends paid by Company and subsidiaries (91 516) ( ) ( ) Repayments of borrowings (54 796) ( ) ( ) Loans raised Further investment in subsidiary ( ) Shares repurchased (49 900) (51 962) Proceeds on issue of trust units/shares Issue of shares by subsidiary Repayment of capital by subsidiary (21 258) Redemption of non-controlling shareholder's preference shares (88 994) Increase in bank overdrafts Net cash (utilised in)/generated from financing activities ( ) ( ) Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Bank balances and cash

11 HEADLINE EARNINGS/(LOSS) PER SHARE Unaudited Unaudited Audited 6 months 6 months Year ended ended ended 30 June 30 June 31 December Headline earnings/(loss) per share (cents) Basic 11.5 (213.2) (295.3) Diluted 9.8 (182.7) (295.3) Headline earnings/(loss) calculation (R 000) Net profit/(loss) attributable to equity holders of the parent ( ) ( ) Loss on disposal of property, plant, equipment and vehicles (1 670) (87) (2 119) Realised profit on disposal of associate (36 087) (44 841) Impairment of investment in associate Adjustments relating to results of associates (1 217) Total tax effects of adjustments Headline earnings/(loss) ( ) ( ) Weighted average number of shares on which earnings/(loss) and headline earnings/(loss) per share is based (000's) Weighted average number of shares on which diluted earnings/(loss) and diluted headline earnings/(loss) per share is based (000's) INTRINSIC NET ASSET VALUE (INAV) Unaudited 30 June 2016 Unaudited 31 December 2015 Change since 31 December 2015 INAV of Brimstone (R m) % INAV per share (cents) % Fully diluted INAV per share (cents) % Market price per share (cents) Ordinary shares % N Ordinary shares % Discount to INAV Ordinary shares 23.7% 22.5% N Ordinary shares 33.3% 27.1% The breakdown of INAV is available on the Company s website at 11

12 FURTHER INFORMATION Unaudited Unaudited Audited 6 months 6 months year ended ended ended 30 June 30 June 31 December R Segmental information Information reported to the Group's operating decision makers for the purpose of resource allocation and assessment of segment performance is specifically focused on the individual entity in which Brimstone has invested. The Group's reportable segments under IFRS 8: Operating Segments, are therefore fishing, insurance, clothing, and investments. Investments include investments in associates, joint ventures, available-for-sale investments, investments at fair value through profit or loss (FVTPL) and the Group's property portfolio. Segment revenues and results Segment revenue Fishing Insurance Clothing Investments Total revenue Segment profit/(loss) from operations Fishing Insurance (9 696) ( ) ( ) Clothing Investment management Total profit from operations Fair value gains/(losses) ( ) ( ) Exceptional items Share of profits/(losses) of associates and joint ventures ( ) ( ) Income from investments Finance costs ( ) (98 370) ( ) Outside unit holders' interest (440) Net profit/(loss) before taxation ( ) ( ) 12

13 FURTHER INFORMATION (CONTINUED) 2. Fair value measurements This note provides information about how the Company determines fair values of various financial assets and financial liabilities. Fair value of the Company's financial assets and financial liabilities that are measured on a fair value basis on a recurring basis Some of the Company's financial assets and financial liabilities are measured at fair value at the end of each financial reporting period. The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular, the valuation technique(s) and inputs used). The directors consider that the carrying amounts of financial assets and financial liabilities not measured at fair value on a recurring basis (but fair value disclosures are required) recognised in the consolidated financial statements approximate their fair values. R June 2016 Level 1 Level 2 Level 3 Total Financial assets at FVTPL Derivative financial assets Listed shares Unlisted shares ¹ Other investments Available-for-sale financial assets Unlisted shares ² Unlisted shares 2 218¹ Total June 2015 Level 1 Level 2 Level 3 Total Financial assets at FVTPL Derivative financial assets Listed shares Unlisted shares and loan ¹ Other investments Available-for-sale financial assets Unlisted shares ² Unlisted shares 2 218¹ Total Financial liabilities at FVTPL Derivative financial liabilities December 2015 Level 1 Level 2 Level 3 Total Financial assets at FVTPL Derivative financial assets Listed shares Unlisted shares and loan ¹ Other investments Available-for-sale financial assets Unlisted shares ² Unlisted shares 2 218¹ Total Notes 1. At cost or historical valuation. 2. Discounted cash flow method using a discount rate of 15% over 10 years. 3. Comprised of the Tiger Brands option valued using the Monte Carlo method and interest rate swaps valued on the discounted cashflow method using forward interest rates and contract interest rates. 4. Unit valuation of interest in a Trust holding Santam shares. 13

14 FURTHER INFORMATION (CONTINUED) 2. Fair value measurements (continued) The table provided, analyses financial instruments that are measured subsequent to initial recognition at fair value, grouped in Levels 1 to 3 based on the degree to which fair value is observable: Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). There were no transfers from Level 2 to Level 1 during the period. Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs). Unaudited Unaudited Audited 30 June 30 June 31 December Share capital (number) In issue (number) Ordinary shares Held as treasury shares ( ) ( ) N ordinary shares Held as treasury shares ( ) ( ) ( ) Total net of treasury shares Weighted average number of shares on which earnings and headline earnings per share is based: Weighted average number of shares on which diluted earnings and diluted headline earnings per share is based: Reconciliation of weighted average number of shares between basic and diluted earnings per share and headline earnings and diluted headline earnings per share. Basic Dilutive instruments Diluted Number of instruments treated as anti-dilutive Closing share price (cents) Ordinary shares N ordinary shares The following share movements occurred during the period under review: Shares issued (number) Ordinary N ordinary 10 March 2016 (including forfeitable share plan shares of ) April June Shares repurchased (number) 27 May June Total cost of shares repurchased was R