IMP IMCB22 201907240009A U.S.$250,000,000 3.25 per cent. convertible bonds due 2022 IMPALA PLATINUM HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1957/001979/06) JSE Share code: IMP ISIN: ZAE000083648 ADR code: IMPUY JSE 2022 Convertible Bond ISIN: ZAE000247458 JSE 2022 Convertible Bond Code: IMCB22 FSE 2022 Convertible Bond ISIN: XS1623614572 FSE 2022 Convertible Bond Code: 162361457 ("Implats") NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW. NOT FOR DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS U.S.$250,000,000 3.25 PER CENT. CONVERTIBLE BONDS DUE 2022 On 23 July 2019, Implats announced the final results from its invitation (the "Invitation") to holders ("Bondholders") of its U.S.$250,000,000 3.25 per cent. convertible bonds due 2022 (the "Bonds") to offer to exercise their Conversion Rights as defined in, and in accordance with, the terms and conditions of the Bonds (the "Conditions") in order to convert the Bonds into ordinary shares in Implats (the "Ordinary Shares") and receive an Invitation Consideration. Capitalized terms used but not otherwise defined in this announcement have the meaning ascribed to them in the Invitation Term Sheet dated 17 July 2019, as amended on 18 July 2019 and 22 July 2019 (the "Invitation Term Sheet"). Implats announced that, during the Invitation period, it had received indications of interest from Bondholders representing a further U.S.$29,800,000 in principal amount of the Bonds ("Indications of Interest"), who Implats understood were unable to submit Invitation Conversion Notices prior to the Expiration Deadline for administrative reasons. Implats is pleased to announce that such Bondholders have offered their Bonds for conversion and Implats has accepted these Bonds for conversion in accordance with the Conditions and has agreed to pay such Bondholders an amount equal to the Invitation Consideration in respect of such Bonds in consideration of agreeing to convert their Bonds. As U.S.$29,800,000 in aggregate principal amount of the Bonds in accordance with the Indications of Interest have been accepted for conversion, U.S.$249,800,000 in aggregate principal amount of the Bonds (or 99.9 per cent. of the aggregate principal amount originally issued) will be converted. Implats will make reasonable endeavors to accept for conversion the outstanding Bond on the above terms if a Conversion Notice is received by the Agent in respect of such Bond prior to 5.00 p.m. (London time) on 31 July 2019 in accordance with the Conditions. Immediately following conversion of the Bonds, as described above, U.S.$200,000 (representing 0.1 per cent. of the aggregate principal amount of the Bonds originally issued) is expected to remain outstanding. As 15 per cent. or less of the aggregate principal amount of the Bonds originally issued will remain outstanding, Implats may elect to exercise its option to redeem any such Bonds in accordance with the Conditions. A separate announcement will be made regarding any such redemption. In total, 64,204,365 Ordinary Shares are expected to be issued by Implats as a result of the conversion of the Bonds, as described above, resulting in the total number of Ordinary Shares in issue increasing to 798,982,743. As at the date hereof, Implats holds 16,233,994 Ordinary Shares in treasury. Morgan Stanley & Co. International plc acted as sole Dealer Manager in relation to the Invitation. Dealer Manager Morgan Stanley & Co. International Conversion Agent and Payment Agent The Bank of New York Mellon, London Branch Financial Adviser to Implats Macquarie Advisory and Capital Markets South Africa Sponsor to Implats Nedbank Corporate and Investment Banking 24 July 2019 IMPORTANT NOTICE THE DISTRIBUTION OF THIS PRESS RELEASE IN CERTAIN JURISDICTIONS MAY BE RESTRICTED BY LAW. PERSONS INTO WHOSE POSSESSION THIS PRESS RELEASE COMES ARE REQUIRED BY EACH OF IMPLATS AND THE DEALER MANAGER AND THE BANK OF NEW YORK MELLON, LONDON BRANCH (THE "AGENT") TO INFORM THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR BUY OR A SOLICITATION OF AN OFFER TO SELL OR BUY THE BONDS OR ANY OTHER SECURITIES. THIS PRESS RELEASE IS DIRECTED EXCLUSIVELY TO MARKET PROFESSIONALS AND INSTITUTIONAL INVESTORS AND IS FOR INFORMATION PURPOSES ONLY AND IS NOT TO BE RELIED UPON IN SUBSTITUTION FOR THE EXERCISE OF INDEPENDENT JUDGEMENT. IT IS NOT INTENDED AS INVESTMENT ADVICE AND UNDER NO CIRCUMSTANCES IS IT TO BE USED OR CONSIDERED AS AN OFFER TO BUY ANY BOND NOR IS IT A RECOMMENDATION TO BUY OR SELL ANY BOND. NONE OF THE DEALER MANAGER, THE AGENT NOR ANY OF THEIR RESPECTIVE AFFILIATES ACCEPT ANY LIABILITY ARISING FROM THE USE OF, OR MAKES ANY REPRESENTATION AS TO THE ACCURACY OR COMPLETENESS OF, THIS PRESS RELEASE OR IMPLATS' PUBLICLY AVAILABLE INFORMATION. THE DEALER MANAGER AND THE AGENT ARE ACTING ON BEHALF OF IMPLATS AND NO ONE ELSE IN CONNECTION WITH THE INVITATION AND WILL NOT BE RESPONSIBLE TO ANY OTHER PERSON FOR PROVIDING THE PROTECTIONS AFFORDED TO CLIENTS OF THE DEALER MANAGER OR THE AGENT, OR FOR PROVIDING ADVICE IN RELATION TO THE INVITATION. NEITHER THE DEALER MANAGER NOR THE AGENT OWES ANY DUTY TO ANY HOLDER OF THE BONDS. Date: 24/07/2019 08:00:00 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.