TISO BLACKSTAR GROUP SE30 JUNE 2016 RESULTS INVESTOR PRESENTATION

OCTOBER 2016

CONTENTS

1. Group summary

2. B-BBEE and Transformation

3. Core Investments review

4. Non - Core Investments review

5. Other matters

6. Annexure: TMG Business summary

02 – 08

09 – 10

11 – 20

21 − 24

25 − 26

28 – 35

1

GROUP SUMMARY

2

HIGHLIGHTS

Group EBITDA over R522m (+22%), Core EBITDA for TMG of R357m (+15%)

Core and non-core EBITDA showed good growth in difficult markets

Acquisition debt reduced: At centre from R500m to R413m; At TMG from R800m to R730m

Non-core assets of R1,987 million ear marked for disposal

Change in accounting status to consolidate earnings for 2017

Final dividend of 4.47 cents per share (interim of 3.74 cents per share)

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• Tiso Blackstar is an investment holding company focused on media and related businesses. It has a decade long history of owning and developing market leading SA businesses.

• Core businesses represent established and diversified media footprint in SA and the rest of Africa including: Times Media Newspapers, print and digital publishing (including market leading brands Sunday Time, Business Day, Sowetan, The Times).

• Times Media retail solutions which helps retail and FMCG customers sell their products (H&C and Uniprint), and Times Media Broadcasting and content which includes leading TV channels and production, film distribution, music and radio.

• Radio investments include market leading positions in Ghana and Kenya, two of the most exciting growth markets north of SA.

• Non-core businesses are market leaders in their respective industries. Robor is the number one steel tube and pipe manufacturing and engineering solutions business in SA and exports to countries all over the world.

• Consolidated Steel Industries is a market leader in manufacturing of steel roofing, cladding as well as stainless steel and aluminum distribution in SA through its two divisions GRS and Stalcor. It has established a manufacturing branch network across Africa including branches in Namibia, Botswana, Zambia, Zimbabwe, Lesotho and Mozambique.

INTRODUCTION

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GROUP AT A GLANCE

• Media (Newspaper & digital) • Broadcasting & Content (TV, radio, music & film)• Retail Solutions (Hirt & Carter & Uniprint)

• Non-core assets of R1,987 million ear marked for disposal

MEDIA 100%

49% 32%

INDUSTRIAL 51-100%

22.9%

NON CORE

5

BR

AN

DS

NEWSPAPERS

MAGAZINES

DIGITAL

TV

RADIO

CONTENT

Style and substance

MIN NGREAD WHAT REALLY GOES DOWN IN SADC

SA www.samining.co.za

Film Distribution

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FINANCIAL SUMMARY

TISO BLACKSTAR GROUP REVENUE

Actual (Rm) Actual (Rm)

Revenue 2016 2015 % change

Core - TMG 3 814 3 875 -2%

Non-core 4 540 4 151 9%

CSI 2 012 1 760 14%

Robor 2 528 2 391 6%

TOTAL 8 354 8 026 4%

• Group revenue growth 4% yoy

• TMG revenue stabilised in 2016

• Non-core assets showed solid revenue growth

TISO BLACKSTAR GROUP EBITDA (before exceptional items)

Actual (Rm) Actual (Rm)

EBITDA 2016 2015 % change

Core - TMG 358 312 15%

Core - Associates 4 19 -78%

Core - TBG HO -41 -20 100%

TOTAL CORE 321 310 3%

Non-core 201 117 47%

CSI 66 73 -10%

Robor 105 44 140%

KTH {dividend} 30 - 0%

TOTAL 522 427 22%

• Core EBITDA grew 3% yoy, with a robust performance from TMG given the current challenging market conditions

• EBITDA including non-core assets grew 22% largely due to a significant turnaround in Robor

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CORE DEBT, INTEREST COST

Actual (Rm) Actual (Rm)

2016 2015 % change

Tiso Blackstar HO

Acq finance 413 534 -23%

Cash/(OD) 13 20 -34%

TOTAL 400 514 -22%

INTEREST COST 50 8 534%

CAPITAL REPAID 121

TMG

Acq finance 730 800 -9%

Asset finance 109 113 -4%

Cash/(OD) -9 53 -117%

TOTAL 848 860 -1%

INTEREST COST 85 52 65%

CAPITAL REPAID 70

Tiso Blackstar• HO debt repayable June 2018• Capital repayments ahead of bank expectations (more expensive debt)

TMG• TMG debt is high but manageable in the current environment• Current cash conversion supports existing debt• Capital repayments ahead of bank commitments (less expensive debt)

DEBT

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B-BBEE AND TRANSFORMATION

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B-BBEE AND TRANSFORMATION

Tiso Blackstar is committed to transformation and the revised Broad-BasedBlack Economic Empowerment Codes of Good Practice which came into effect on 1 May 2015 (“B-BBEE”). A summary of its key empowerment credentials include:• Tiso Blackstar has a B-BBEE ownership status of 45.47%;• TMG achieved a level 3 contributor status on the revised B-BBEE codes;• TMG has a B-BBEE ownership status of 58.47%; and• TMG is considered an empowering supplier with a 110% procurement

recognition level

Specifically its Media (newspaper and digital) business has achieved the following demographics:• Core media executive management team 66.6% BEE• Editors and Deputy Editors 72% BEE• Media Management including editorial and key departmental heads 62% BEE• Total staff 67% BEE• Active development of BEE and female talent to improve senior departmental

level representation

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CORE INVESTMENTS REVIEW

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TIMES MEDIA REVIEW

TMG Group Highlights

Actual (Rm) Actual (Rm)

REVENUE 2016 2015 % change

TMG 3 814 3 875 -2%

Media 1 723 1 850 -7%

Broadcasting & Content 509 525 -3%

Retail Solutions 1 582 1 500 5%

Media• Revenue declined by 7% largely due to government cost cutting, poor economic growth and competitive media

pricing• Initiatives around government advertising, eventing and native to bolster revenue

Broadcasting & Content• Films business model under pressure from content suppliers and major customer Multichoice• TV channels and production performed solidly• Radio investment continues, revenue growth expected in 2017

Retail Solutions• Both H&C and Uniprint showed revenue growth and won new clients for 2017 growth• Tactically we slowed revenue growth in order to increase margin• New businesses (Software and SILO) showed good growth

1582 1723

509

Media

Broadcast& Media

Retail Solutions

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TIMES MEDIA REVIEW

TMG Group Highlights

Actual (Rm) Actual (Rm)

EBITDA 2016 2015 % change

TMG 357 312 15%

Media 106 151 -30%

Broadcasting & Content 51 20 150%

Retail Solutions 235 200 18%

HO & consol -35 -59 -42%

Media• Despite substantial cost cuts, revenue decline outpaced them to reduce profits by 30%• Project 200 implementation will maintain profitability Broadcasting & Content• Film business to be reviewed • TV channels and production continue to show steady growth• Radio investment of R20.7m (R25m in 2015) should continue to improve in 2017 Retail Solutions• Margins grew this year and should be held in 2017• Two new large customer should contribute to margin• Acquisition of Triumph will contribute to growth beyond the budgetHO & Consol• Includes PRMA of R10m• 2015 includes consol adj of R7m and discontinued ops items

235Media

Broadcast& Media

Retail Solutions

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106

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KENYA

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RADIOJAMBO

A F I E L D G U I D E T O K E N Y A N F M S T A T I O N

CLASSICFM

KISS FM

EASTFM

XFM FM

GUKENYAFM

7.6m 5.4m 4.2m 25OK 120K NEW

NO 1ENGLISH STATION

NO 1YOUTH

STATION

NO 1INDIAN STATION

NO 1ROCK

STATION

NO 1NATIONAL

DRIVE SHOW

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Consistent Topline Growth

2000 2010 2015

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Our combined nationalradio& tv stations,

newspapers and digitaloutlets reach a massive

audience

ACROSS KENYAMEDIA REACH

1 2 3 4

20m+ COUNTRIES

575%

600

With over 600 mediaprofessional working inthe group, we cover all

aspects from mediaplanning to production

to placements.

The groups' websitesreach a combined over

20 million uniqueviewer and our

personalities havemillions of followers

The group has affiliatedmedia companies in

Uganda, Ghana,Tanzania , South

Africa and Zimbabwe

Consumers Media Experts Digital Connections

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GHANA

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• JOY FM LEADING ENGLISH LANGUAGE STATION IN GHANA, ADOM LOCAL LANGUAGE LEADER• ADOM NOW THE THIRD LARGEST TV CHANNEL IN GHANA AND MULTI’S JOY PRIME IS 4TH.• MULTI TV LARGEST COMBINED AUDIENCE REACH• OVER 2M DTH BOXES IN MARKET

MULTIMEDIA GHANA

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NON - CORE INVESTMENTS REVIEW

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Non-core Highlights

CSI• Replaced working capital finance from Sasfin with ABSA on better

terms• Trading in new premises in Gauteng has settled• Sold non-core compacting equipment manufacturing business• African businesses are trading well but weakening currencies have

effected profits, business is well provided• Order book is healthy

Robor• Robor had a good 9 month financial year to 30 June 2016 and is

trading well in a very difficult environment• It has chosen to pursue margin preservation over volume in the year

ahead, focusing on value added products• It remains well positioned in the renewable energy, water, transmission

and cellular tower markets• Robor is in the process of securing larger working capital facilities to

ensure that it has enough head room when the larger projects start coming through

• Project pipeline is healthy

KTH• Overall NAV stable, valuation at expected offer price• NAV increased in unlisted investments and decreased in listed

investments• Major cash generator, Kagiso Media, is feeling market related

advertising pressures

NON - CORE REVIEW

Order Book

(Rm) (‘000 m2) Duration

CSI

On site 533 4 635 0 - 18 months

Out to tender 222 1 929 0 - 18 months

Planning 578 5 026 0 - 18 months

Robor (Tons)

Projects/Orders awarded

537 31 608 1 - 16 months

Projects/Orders in negotiation 160 9 871 8 - 36 months

Tenders/RFQ’s submitted 976 44 220 1 - 36 months

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• Tiso Blackstar owns 100% of Consolidated Steel Industries (CSI).

• CSI is the holding company of two leading steel and related manufacturing and distribution businesses. Stalcor was established in 1973 is a dynamic, world class stockist, distributor of Stainless steel and Aluminium across SA.

• Global Roofing Solutions is one of the largest metal roofing manufacturers in SA comprising two leading roofing brands GRS Brownbuilt (established in 1964) and GRS HH Robertson (established in 1958).

• GRS Brownbuilt pioneered and is the leading manufacturer of concealed fix roof profiles, along with pierced fix roofing profiles, wall-cladding profiles (Concealed fix and Pierced fix), composite steel floor decking profiles and lightweight coated metal roof tiles.

• GRS exports to over 20 countries worldwide establishing itself as the global supplier for roofing products.

• CSI has expanded into the rest of Africa by opening branches in Namibia, Botswana, Zambia, Zimbabwe, Mozambique, Lesotho and Swaziland.

• GRS also boasts a mobile roof rolling mill that operates north of SA.

NON - CORE ASSETS CONSOLIDATED STEEL INDUSTRIES (CSI)

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• Tiso Blackstar owns 51% of Robor with management holding the balance.

• Established in 1922, Robor (a private SA company), manufactures and supplies welded steel tube and pipe, cold formed steel profiles and associated value added products.

• Supplies, distributes and adds value to carbon steel coil, plate, sheet and structural profiles.

• Largest tube and pipe solution company in Southern Africa and is active in most industries including, mining transport – rail and road, construction, engineering, manufacturing, agriculture, energy, water and automotive.

• Robor’s mission is to be an engineering steel, tube and pipe company with an African focus.

• Recently completed a strategic acquisition of Tricom Structures who design, develop and manufacture steel structures for telecom tower companies, cell phone operators and power sectors.

• The demand for Tricom products/solutions is growing in Africa and will add value to Robor’s capabilities in terms of providing solutions across various market segments.

ROBOR

NON - CORE ASSETS

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OTHER MATTERS

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OTHER MATTERS

UPDATE ON SALE OF NON-CORE ASSETS

• Property Redefine have agreed to acquire Litha property for R85m before Implementation before December 2016 Proceeds to be used to settle interest and capital on HO debt

• CSI & Robor Sector valuations are currently very unattractive Businesses are well positioned for growth in market share and margin Likely that returns will be maximised by holding for a year or longer Patience required to maximise returns

ADMINISTRATIVE UPDATE

Financial reporting change• No longer reporting as an investment entity under IFRS10• Start consolidating results of all controlled operating entities• December 2016 Interim results will be first set of consolidated results• Consolidated earnings should give better value driver visibility to investors

Migration• On track for completion 2H 2017 26

THANK YOU.

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ANNEXURE: TIMES MEDIA GROUP BUSINESS SUMMARY

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OMNICHANNEL RETAIL

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Market potential

“The only industry segments that are not negatively impacted by the Internet and WWW, but have grown in spite the growth of online marketing, are those related to packaging, and specifically: Label Printing, Folding Carton Printing, Flexible Package Printing, and Corrugated Box Printing.”

Harvey R. Levenson, Professor Emeritus, Cal Poly State University, California

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