INVESTOR DISCLAIMER

Prospective investors should consult with independent legal, tax, accounting, structuring, investment and other relevant advisers when contemplating any investment decision. In making an investment decision, investors must rely on their examination of Stock Capital (Pty) Ltd (“Stock Capital” or “the Company”) and the terms of the offering, including the merits and risks involved. Prospective investors should not construe the contents of this document as legal, tax, investment or other advice.

This document is compiled from information supplied by Stock Capital and its advisors. It is being furnished to a limited number of parties as per the discretion of Stock Capital. This document and the information contained in it may not be reproduced or distributed, nor may its contents be disclosed, to persons who are not directly involved with the prospective investor’s decision regarding the Private Placement without the prior written consent of the Company. By accepting delivery of this document, each prospective investor agrees to the preceding.

While all efforts have been made to ensure the accuracy of the information provided, neither the document nor the information it contains has been independently verified. Stock Capital does not give any representation, warranty or guarantee, whether express or implied, concerning the completeness or accuracy of the information, or that reasonable care has been taken in compiling or preparing the information. Accordingly, no prospective investor shall have any claim of any nature whatsoever against the Fund Manager and Stock Capital arising from the information contained in this document. The Investment has not been recommended, approved or disapproved by any securities commission or regulatory authority. Furthermore, these authorities have not confirmed the accuracy or determined the adequacy of this document.

The transferability of the Investment will be restricted (as applicable) by the terms of the Compliance Documents of Stock Capital and the applicable Investment. Investors should have the financial ability and willingness to accept the risks and illiquidity that is characteristic of the investment described here. Investors should be aware that they may be required to bear the financial risks of an investment in the Private Placement for the Investment period defined.

The Investment is offered subject to the right of the Directors to reject any participation, in whole or in part as per the Investment vetting criteria of Stock Capital. An investment in the Private Placement will involve significant risks due, among other things, to the nature of the qualifying investments Stock Capital intends to make as per the Investment products in the Investment mandate. There can be no assurance that The Stock Capital’s rate of return objectives will be realised or that there will be any return of capital.

This document contains a summary of the principal terms of the Compliance Documents of Stock Capital. The summaries in this document do not purport to be complete. They are subject to and qualified in their entirety by reference to the Compliance Documents. Copies of the Compliance Documents will be provided to investors upon request. They should be reviewed for complete information concerning the rights and obligations of investors of Stock Capital in the respective investments.

If the descriptions in or terms of this document are inconsistent with or contrary to the descriptions in or terms of the Compliance Documents, the Compliance Documents shall prevail.

None of the information furnished (including but not limited to opinions or information or advice which may be provided to an investor, legal and tax advisors, auditing or accounting firms or others) or to be furnished by (note that the Fund Manager does not provide advice) or on behalf of Stock Capital to any prospective investor for or in connection with the Investment process and all negotiations arising out of it is warranted (whether express or implied) or is given to induce any agreement with a prospective investor. Therefore, no party shall have any claim of any nature whatsoever against the Fund Manager or Stock Capital. In furnishing this document, neither the Fund Manager nor Stock Capital undertakes or agrees to any obligation to provide a prospective investor with access to any additional information or to update this document.

Certain information contained in the document constitutes “forward-looking statements”, which can be identified by the use of forward-looking terminology such as “may”, “will”, “should”, “expect”, “anticipate”, “target”, “project”, “projected equity multiple”, “projected IRR”, “projected expenses”, “estimate”, “estimated value”, “intend”, “continue” or “believe”, including negatives or other variations of these words or other comparable terminology.

This document contains references to “projected” performance, returns and expenses and estimated valuations of unrealised investments. Prospective investors should note that all such anticipated and projected performance, returns and expenses, and estimated returns, are based on projections determined by the Fund Manager and Stock Capital. The performance, returns and expenses projected as well as the valuations estimated by the Fund Manager do not necessarily reflect those that would be anticipated by an independent third party, and no guarantee is given that such projections or estimates are accurate, however the directors of the Fund Manager and Stock Capital, collectively and individually, accept full responsibility for the accuracy of the information given in this document and certify that, to the best of their knowledge and belief, there are no facts that have been omitted that would make any statement herein contained false or misleading.

Actual return on the unrealised investments made by the Fund Manager and its affiliates referred to in this document will depend on, among other factors, future operating results, the value of the investments and market conditions at the time of disposition, the availability of financing, legal and contractual restrictions on transfer that may limit liquidity, any related transaction costs and the timing and manner of sale. All of these may differ from the assumptions and circumstances on which the valuations used in the performance data in this document are based.

The terms of the potential Investment and the interests described in this document may be modified at any time prior to the commencement of the activation of Stock Capital.

No person has been authorised in connection with this offering to give any information or to make any representation other than as contained in this document. If given or made, such information or representation not contained here in this document must not be relied upon as having been authorised by any person.

Stock Capital is not a registered “collective investment scheme” under the Collective Investment Scheme Control Act, 2002. Nothing in this document should be construed as offering an opportunity to invest in a collective investment scheme in South Africa to “members of the public”.