INTEGRATED ANNUAL
REPORT 2020

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GLOSSARY AND KEY TERMS

Adjusted headline earnings     Earnings attributable to equity holders after adjusting for exceptional non-recurring items including, inter alia, impairments of property, plant and equipment, fair value adjustments of investment property, sale of assets, transaction and pre-opening costs. This is a measure of the group’s earnings based solely on operational activities
Adjusted HEPS     Adjusted headline earnings per share
AGM     Annual general meeting
B-BBEE     Broad-Based Black Economic Empowerment as per the B-BBEE Act
B-BBEE Act     The South African Broad-Based Black Economic Empowerment Act, 53 of 2003, as amended
B-BBEE codes     The South African Codes of good practice on Broad-Based Black Economic Empowerment issued under the B-BBEE Act
board     The board of directors of Tsogo Sun Hotels
CANSA     Cancer Association of South Africa
capex     Capital expenditure
CDP     Formerly the Carbon Disclosure Project
CEO     Chief Executive Officer
CFO     Chief Financial Officer
CODM     Chief operating decision maker (includes the group CEO, CFO and senior management team)
Companies Act     The Companies Act, 71 of 2008, as amended or replaced from time to time
Company Secretary     The Company Secretary of Tsogo Sun Hotels, namely Southern Sun Secretarial Services Proprietary Limited (registration number 1969/001208/07), a private company incorporated and registered in accordance with the laws of South Africa
COO     Chief Operating Officer
COVID-19     An infectious disease caused by a newly discovered coronavirus, as defined by WHO
CSI     Corporate social investment
CTC     Cost to company
Cullinan     The Cullinan Hotel Proprietary Limited
CVs     Curricula vitae
Directors     The directors of Tsogo Sun Hotels from time to time whose names appear in the Integrated governance section of this report
dti     Department of Trade and Industry
Ebitda     Earnings before interest, tax, depreciation, amortisation and exceptional items
Ebitdar     Earnings before interest, tax, depreciation, amortisation, rentals and exceptional items
Fedhasa     Federated Hospitality Association of Southern Africa
Free cash flow     Cash generated from operations adjusted for net finance costs, taxation paid, operating equipment purchased and maintenance capital expenditure
GDP     Gross domestic product
GDPR     General Data Protection Regulation
HCI     Hosken Consolidated Investments Limited (registration number 1973/007111/06), a public company incorporated and registered in accordance with the laws of South Africa and listed on the JSE
HEPS     Headline earnings per share
Hospitality, HPF or HPB     Hospitality Property Fund Limited (registration number 2005/014211/06), a public company incorporated and registered in accordance with the laws of South Africa and listed on the JSE
Hospitality group     Hospitality and its subsidiaries from time to time
HIV     Human immunodeficiency virus
HOFs     Heads of function
IAS     International Accounting Standards
IBD     Interest-bearing debt
IHG     InterContinental Hotels Group plc (registration number 5134420), a public limited company incorporated and registered in accordance with the laws of England and Wales
IHPL     International Hotel Properties Limited (registration number 1862176), a private company incorporated and registered in accordance with the laws of the British Virgin Islands
IIRC     International Integrated Reporting Council
IFRS     International Financial Reporting Standards
<IR>Framework     The IIRC’s Integrated Reporting Framework which provides principles-based guidance for companies and other organisations wishing to prepare an integrated report
IT     Information technology
JSE     The Johannesburg Stock Exchange operated by the JSE Limited (registration number 2005/022939/06), a public company incorporated and registered in accordance with the laws of South Africa, and licensed to operate an exchange under the Financial Markets Act, 19 of 2012
King IV     The Code on Corporate Governance representing principles of good corporate governance as laid out in the King Report on Corporate Governance for South Africa, 2016, as amended from time to time
Liberty     Liberty Group Limited
LTIP     Long-term incentive plan
JSE Listings Requirements     The Listings Requirements of the JSE, as amended from time to time
LPG     Liquefied petroleum gas
LTV     Loan to value
Major subsidiary     A subsidiary of Tsogo Sun Hotels which is considered a major subsidiary for the purposes of the JSE Listings Requirements, being SSHI and Hospitality
Manco     Management committee
MOI     Memorandum of incorporation
PABX     Physical and virtual private automatic branch exchange telephonic system
POPIA     Protection of Personal Information Act, 4 of 2013
PP&E     Property, plant and equipment
Pre-listing statement     Tsogo Sun Hotels’ pre-listing statement dated Thursday, 23 May 2019, including all annexures and attachments, digital copies of which can be found on the group’s website at www.tsogosun.com/ investors/circulars/2019
Rand or R     South African Rand, the lawful currency of South Africa
RBH     RBH Hotels Group Limited (registration number 07399345), a private company incorporated and registered in accordance with the laws of the United Kingdom
RDI     RDI REIT plc is a property investment business listed on the London Stock Exchange
REIT     Real Estate Investment Trust
Revpar     Revenue per available room
SAB     South African Breweries Limited
SAR Plan     The Tsogo Sun Hotels Share Appreciation Rights Plan – a share incentive scheme which provides for the award of share appreciation rights in the form of awards and replacement awards and in which selected key senior employees of the group are eligible to participate with salient features set out in the Remuneration policy and implementation report
SARs     Share appreciation rights are allocated annually (‘award date’) to eligible employees as recommended by the remuneration and nomination committee and approved by the board
SATB     South African Tourism Board
SENS     Stock Exchange News Service of the JSE
Shareholders     Holders of TGO shares from time to time
Solvency and liquidity test     As set out in the Companies Act
South Africa     The Republic of South Africa
SSA     Southern Sun Africa
SSHI     Southern Sun Hotel Interests Proprietary Limited (registration number 1969/001365/07), a private company incorporated and registered in accordance with the laws of South Africa and a wholly owned subsidiary of Tsogo Sun Hotels
STIs     Short-term incentives
Subsidiaries     Shall have the meaning ascribed thereto in the Companies Act
System-wide     Including owned and managed hotel operations
TBCSA     Tourism Business Council of South Africa
tCO2e     Tonnes of carbon dioxide equivalent, a measure of greenhouse gas
TERS     COVID-19 Temporary Employer-Employee Relief Scheme
TGO shares     Ordinary shares of no par value in the share capital of Tsogo Sun Hotels
TIHC     TIHC Investments (RF) Proprietary Limited is a 100% held indirect subsidiary of HCI
Tsogo Sun     Tsogo Sun Holdings Limited (registration number 1989/002108/06) (now Tsogo Sun Gaming), a public company incorporated and registered in accordance with the laws of South Africa with shares listed on the JSE
Tsogo Sun Gaming     Tsogo Sun Gaming Limited (previously known as Tsogo Sun Holdings Limited) (registration number 1989/002108/06), a public company incorporated and registered in accordance with the laws of South Africa with shares listed on the JSE
Tsogo Sun Hotels (‘TGO’), the group or the company     Tsogo Sun Hotels Limited (known previously as Southern Sun Hotels Proprietary Limited), incorporated as a private company and converted to a public company on 15 May 2019 in accordance with the laws of South Africa (registration number 2002/006356/06) and listed on the JSE
UIF     Unemployment Insurance Fund
US Dollar or US$     United States Dollar, the lawful currency of the United States
VAT     Value added tax levied in terms of the South African Value Added Tax Act, 89 of 1991
WHO     World Health Organization, primarily tasked with directing and coordinating international health within the United Nations system

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