Brait : unaudited interim results for the period ended 30 September 2016

Brait SE

(Registered in Malta as a European Company) (Registration No. SE1) Share code: BAT

ISIN: LU0011857645

Bond code: WKN: A1Z6XC ISIN: XS1292954812

("Brait", the "Company" or "Group")

UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED

30 SEPTEMBER 2016

KEY HIGHLIGHTS

• Brait's reported Rand NAV per share at 30 September 2016 is ZAR105.06

• The decrease of 14.9% compared to 30 September 2015's NAV per share of ZAR123.50, includes the adverse impact of the 15% strengthening of the Rand against the Pound over this period, from ZAR20.96 at 30 September 2015, to ZAR17.82 at 30 September 2016

• The three year CAGR for reported Rand NAV per share to 30 September 2016 is 53.3% per annum (benchmark of 15% per annum); including ordinary share dividends it is 53.9%

• Expressed in Pound Sterling, on the basis that Brait is most invested in this currency, Brait's NAV per share at 30 September 2016 is GBP5.90 compared to GBP5.89 at 30 September 2015, an increase of 0.2%. The three year Pound CAGR to 30 September 2016 is 48.5%; including ordinary share dividends it is 49.0%

Performance against targets

Performance metric Position at 30 September 2016

1. NAV CAGR > 15% per year over any - 53.3% CAGR since 30 September 2013

   3 year period - 53.9% CAGR including bonus shares issued/dividends paid

2. Dividend: 1% - 2.5% of closing NAV - FY2016: 1% of R136.27 paid August 2016

   - bonus shares or cash election (76.7% up on FY2015)

   - 91% of shareholders elected to receive cash

3. Operating costs:

   - 0.54% net after fee income (1) (FY2016: 0.52%)

4. Minimal cash drag:

5. Primary unlisted investments - 100% of investment portfolio

6. Demonstrate cash flow within

underlying investments - Strong EBITDA cash flow conversion across portfolio

(1) Percentages quoted are annualised based on operating expenses of R228 million and fee income of R32 million for the six months ended 30 September 2016.

Brait's average AUM for the six month period ended 30 September 2016 is R72.8 billion, representing the Group's average total assets of R68.4 billion and average Brait IV

invested capital under management of R4.4 billion.

Summary consolidated statement of financial position as at

Audited	Unaudited	Unaudited	Audited
year ended	six months	six months	year ended
31 March	30 Sept 30 Sept	30 Sept 30 Sept	31 March
2016	2015 2016	2016 2015	2016

R'm R'm R'm Notes EUR'm EUR'm EUR'm

ASSETS

73	036	62	500	58	142	Non-current assets	3	767	4	036	4	352
73	036	61	898	58	142	Investments	2	3	767	3	997	4	352
-	602	-	Loan receivable	3	-	39	-
4	599	23	038	3	602	Current assets	233	1	488	275
245	13	4	Accounts receivable	-	1	15
-	15	010	-	Investment in Steinhoff	-	969	-
4	354	8	015	3	598	Cash and cash equivalents	4	233	518	260
77 69	635 872	85 63	538 549	61 53	744 277	Total assets EQUITY AND LIABILITIES Ordinary shareholders' equity and reserves	5	4 3	000 451	5 4	524 104	4 4	627 164
-	1	964	-	Preference shareholders' equity	-	127	-
7	721	6	466	8	366	Non-current liabilities	542	418	460
1	100	-	2	736	Borrowings	7	177	-	65
6	621	6	466	5	630	Convertible Bonds	6	365	418	395
42	13	559	101	Current liabilities	7	875	3
-	13	407	-	Borrowings	7	-	866	-
42	152	101	Accounts payable and other liabilities	7	9	3
77	635	85	538	61	744	Total equity and liabilities	4	000	5	524	4	627
521	521	521	Ordinary shares in issue (m)	521	521	521
(8)	(6)	(14)		Treasury shares (m)	(14)		(6)	(8)
513	515	507		Outstanding shares for NAV calculation (m)	507		515	513
13	627	12	350	10 506		Net asset value per share (cents)	681		798	812

Summary consolidated statement of comprehensive income for the six months ended 30 September

Audited year ended 31 March	Unaudited six months 30 Sept 30 Sept		Unaudited six months 30 Sept 30 Sept		Audited year ended 31 March
2016	2015	2016	2016	2015	2016
R'm	R'm	R'm	Note	EUR'm	EUR'm	EUR'm
21 990	18 874	(3 915)	Investment (losses)/gains	(240)	1 355	1 445
372	193	122	Interest income	7	14	24
34	-	80	Dividends and other income	5	-	2
69	32	32	Fee income	2	2	5
1 122	(146)	(264)	Foreign exchange (losses)/gains	(16)	(10)	74
(435)	(170)	(228)	Operating expenses	(14)	(12)	(29)
-	-	(66)	Other expenses	(4)	-	-
(971)	(679)	(274)	Finance costs	(17)	(49)	(63)
(24)	(8)	(7)	Taxation	-	(1)	(2)
22 157	18 096	(4 520)	(Loss)/profit for the period	(277)	1 299	1 456
8 064	5 328	(10 546)	Translation adjustments	(337)	(266)	(338)
30 221 4 294	23 424 3 518	(15 066) (887)	Comprehensive (loss)/income for the period (Loss)/earnings and Headline (loss)/earnings per share (cents) - basic	8	(614) (54)	1 033 253	1 118 283
4 141	3 501	(785)	(Loss)/earnings and Headline (loss)/earnings per share (cents) - diluted	8	(48)	251	272

Summary consolidated statement of changes in equity for the six months ended 30 September

Audited	Unaudited	Unaudited	Audited
year ended	six months	six months	year ended

31 March 2016 R'm	30 Sept 2015 R'm	30 Sept 2016 R'm	Note	30 Sept 2016 EUR'm	30 Sept 2015 EUR'm	31 March 2016 EUR'm
39 369	39 369	69 872	Ordinary shareholders' balance at beginning of period	4 164	3 023	3 023
22 157	18 096	(4 520)	(Loss)/profit for the period	(277)	1 299	1 456
8 064 (36)	5 328 -	(10 546) -	Translation adjustments Preference share issue cost allocated to Retained Earnings on redemption	(337) -	(266) -	(338) (2)
(270)	-	(881)	Net purchase of treasury shares	(57)	-	(16)
864	874	-	Convertible bond equity reserve	-	56	57
(254)	(96)	-	Earnings attributed to preference shares	-	(7)	(15)
(22)	(22)	(648)	Ordinary dividends paid (cash election)	5	(42)	(1)	(1)
69 872 1 964	63 549 1 964	53 277 -	Ordinary shareholders' balance at end of period Preference shareholders' balance at beginning of period	3 451 -	4 104 151	4 164 151
- 36	- -	- -	Translation adjustments Preference share issue cost allocated to Retained Earnings on redemption	- -	(24) -	19 2
254	96	-	Earnings attributed to preference shares	-	7	15
(254)	(96)	-	Preference dividend paid	-	(7)	(15)
(2 000)	-	-	Preference share redemption	-	-	(172)
-	1 964	-	Preference shareholders' balance at end of period	-	127	-

Summary consolidated statement of cash flows for the six months ended 30 September

Audited year ended 31 March 2016 R'm	Unaudited six months 30 Sept 30 Sept 2015 2016 R'm R'm		Note	Unaudited six months 30 Sept 30 Sept 2016 2015 EUR'm EUR'm		Audited year ended 31 March 2016 EUR'm
17 438	2 393	7	Cash flows from operating activities Investment proceeds	-	155	1 131
69	38	30	Fees received	2	2	5
315	120	41	Interest received	3	8	21
(444)	(181)	(225)	Operating expenses paid	(15)	(12)	(29)
(16)	(8)	(11)	Taxation paid	(1)	(1)	(1)
(944)	(731)	(86)	Finance cost paid	(6)	(47)	(62)
16 418	1 631	(244)	Operating cash flow before investments	(17)	105	1 065
(32 199)	(27 930)	(92)	Purchase of investments	(6)	(1 804)	(2 222)
(15 781)	(26 299)	(336)	Net cash used from operating activities	(23)	(1 699)	(1 157)
1 100	13 407	1 550	Net drawdown of borrowings	101	866	204
7 245	7 245	-	Proceeds from issuance of Convertible Bonds	-	468	481
(2 000)	-	-	Redemption of Preference shares	-	-	(109)
612	-	-	Proceeds from Loan receivable	-	-	40
(487)	-	(661)	Net purchase of treasury shares	(43)	-	(32)
(22)	(22)	(648)	Ordinary dividend paid (cash election)	(42)	(1)	(1)
(254)	(96)	-	Preference dividend paid	-	(6)	(15)
6 194	20 534	241	Net cash from financing activities	16	1 327	568
(9 587) 252	(5 765) 91	(95) (661)	Net decrease in cash and cash equivalents Effects of exchange rate changes on cash and cash equivalents	(7) (20)	(372) (161)	(589) (202)
13 689	13 689	4 354	Cash and cash equivalents at beginning of period	260	1 051	1 051
4 354	8 015	3 598	Cash and cash equivalents at end of period	4	233	518	260

Notes to the summary consolidated financial statements for the six months ended 30 September

1. ACCOUNTING POLICIES

   1.1 Basis for preparation

   The financial statements of the Group are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, on the going concern principle, using the historical cost basis, except where otherwise indicated. The condensed financial statements are presented in accordance with IAS 34: Interim Financial Reporting and in accordance with the framework concepts and measurement and recognition requirements of IFRS. The accounting policies and methods of computation are consistent with those applied

   in the annual financial statements for the year ended 31 March 2016.

   The Group's financial statements are prepared using both the Euro(€/EUR) and SA Rand (R/ZAR) as its presentation currencies. The Group's subsidiaries have one of three functional currencies: USD (US$), GBP (£/GBP) or SA Rand. The holding company, Brait SE, and its main operating subsidiaries use GBP as their functional currency. The financial statements have been prepared using the following exchange rates:

   30 September 2016 31 March 2016 30 September 2015

   Closing	Average	Closing	Average	Closing	Average
   USD/ZAR	13.7268	14.5313	14.7678	13.7836	13.8550	12.5479
   GBP/ZAR	17.8155	19.9926	21.2052	20.7245	20.9555	19.3389
   EUR/ZAR	15.4336	16.3167	16.7810	15.2210	15.4846	13.9290
   USD/EUR	0.8894	0.8906	0.8800	0.9055	0.8948	0.9008
   GBP/EUR	1.1543	1.2253	1.2636	1.3616	1.3533	1.3884

2. INVESTMENTS

   The Group applies a number of methodologies to determine and assess the reasonableness of fair value, which may include the following:

   • Earnings multiple

   • Recent transaction prices

   • Net asset value

   • Price to book multiple

Listed investments are held at recent quoted transaction prices. Where the listed investment is either thinly traded and/or the market is inactive, the valuation applied to determine the carrying value is based on the applicable unlisted investment methodology set out below.

The primary valuation model utilised for valuing unlisted investee companies is the maintainable earnings multiple model:

Maintainable earnings are derived with reference to the mix of prior year audited and latest available current year forecast EBITDA per the portfolio company, adjusted for any non-recurring income/expenditure. As the portfolio company's financial year progresses, so the weighting is increased towards the portfolio company's forecast.

The Directors decide on an appropriate group of comparable quoted companies from which to base the EV/EBITDA multiple. The three-year trailing average multiple of the comparable quoted companies, is adjusted for points of difference to the portfolio company being valued. The peer average spot multiple at reporting date is also considered. The equity valuation takes consideration of the portfolio company's net debt/cash on hand as per its latest available financial results. Further valuation information can be obtained from the 30 September 2016 investor presentation on the Group's website, www.brait.com.

Audited year ended 31 March	Unaudited six months 30 Sept 30 Sept		Unaudited six months 30 Sept 30 Sept		Audited year ended 31 March
2016	2015	2016	2016	2015	2016
R'm	R'm	R'm	EUR'm	EUR'm	EUR'm
34 869	32 371	18 726	New Look	1 213	2 091	2 078
17 579	16 298	16 107	Virgin Active	1 044	1 053	1 048
11 637	9 804	13 485	Premier	874	633	693
7 181	1 829	7 660	Iceland Foods	496	118	428
1 770	1 596	2 164	Other investments	140	102	105
73 036 -	61 898 15 010	58 142 -	Investments Investment in Steinhoff (190 million shares at 2 October realisation value of R79.00 per share)	2015	3 767 -	3 997 969	4 352 -

Valuation metrics at 30 September 2016

Third-party

EBITDA Multiple net debt