Vitalis Group SA — Conclusion: The Investment Thesis

The closing investment thesis, summarising why Vitalis Group SA represents a compelling, shared-value insurance and financial-services opportunity.

Vitalis Group SA Business PlanSection 23 › Conclusion: The Investment Thesis

Section 23 · Business Plan

Conclusion: The Investment Thesis

The closing investment thesis, summarising why Vitalis Group SA represents a compelling, shared-value insurance and financial-services opportunity.

Vitalis Group SA represents a rare opportunity to back the
construction of an integrated insurance, banking and wellness platform
in one of the most attractive markets in the world for shared-value
insurance — South Africa, where the model originated, where the
regulator is sophisticated and supportive, and where the underlying
demographic, behavioural-data, and competitive conditions are aligned to
deliver exceptional risk-adjusted returns.

23.1 Summary of the Investment Case

  • Large, growing, profitable market: R581 Bn in
    gross written premium in 2024; mid-single-digit growth; among the
    world’s highest insurance penetration emerging markets, with structural
    support from medical-scheme reform, the emerging middle class, and
    banking-insurance convergence.
  • Proven business model: Discovery has
    demonstrated over 25 years that the shared-value insurance model
    delivers superior underwriting results, customer outcomes, and
    shareholder value in South Africa. Vitalis applies the same
    architectural principles with a modern technology stack and an
    integrated banking and wellness offer from day one.
  • Differentiated technology and data moat: A
    behavioural-data platform that compounds in value with every
    member-month of engagement, generating proprietary actuarial insight
    that competitors cannot replicate without comparable scale and
    time.
  • Experienced and aligned management: Senior team
    with cumulative 100+ years of South African financial-services
    experience, supported by a high-quality independent board and a robust
    governance framework.
  • Disciplined capital plan: R1.0 Bn Series A,
    R600M Series B in Year 4, capital-efficient growth and prudent
    reinsurance use. SCR coverage above 150% throughout the build
    period.
  • Compelling expected returns: Base case 28.4% IRR
    and 3.2x MOIC, with credible upside to 42% IRR and 4.6x MOIC. Downside
    protection of 15.8% IRR / 2.1x MOIC reflects the robustness of the
    underlying model.
  • Multiple exit pathways: JSE IPO as the base case
    in Year 7, with credible alternative pathways via trade sale or
    secondary that offer flexibility on timing and pricing.
  • Genuine impact: Material, measurable,
    third-party-verifiable social impact through financial inclusion, public
    health, and road safety. Aligned ESG and commercial objectives.

23.2 Key Risks Acknowledged

No business plan is without execution risk. The Company has assessed
and disclosed the principal risks in Section 13. The most material
include: regulatory licensing timing, customer-acquisition cost in a
competitive market, behavioural-incentive efficacy (which has been
independently calibrated), and macroeconomic conditions in South Africa.
Risk mitigations are operational, structural, and capital-based, and are
detailed throughout this document.

23.3 Call to Action

We invite qualified institutional investors, strategic
financial-services partners, and selected family offices to engage with
the founding team and management. The next stage is structured due
diligence with our advisor team and the agreement of formal term sheets.
The Company’s objective is to close the Series A round within nine
months of formal launch, contingent on regulatory licensing milestones,
and to commence pilot operations within thirteen months of close.

Vitalis Group SA — Investment Highlights

R1.0 Bn raise · R1.45 Bn post-money · 28.4% base-case IRR · 3.2x MOIC
· Year 7 IPO target · 367K customers by Year 5 · R4.6 Bn Year-5 revenue
· R20 Bn target IPO valuation

We thank prospective investors for their consideration of this
opportunity and look forward to building South Africa’s next great
financial-services franchise together.

— The Founding Team, Vitalis Group SA (Pty) Ltd

Appendix A: Glossary of Terms

The following terms are used throughout this Business Plan with
the meanings set out below.

Term Definition
B-BBEE Broad-Based Black Economic Empowerment: South African legislation that codifies transformation objectives and assigns ratings.
CAC Customer Acquisition Cost — the total cost (marketing, sales, onboarding) to acquire one new customer.
CLV Customer Lifetime Value — the total economic value generated by a customer over the duration of the relationship.
Combined Ratio Sum of the loss ratio and expense ratio; an underwriting profitability measure. <100% indicates underwriting profit.
Comprehensive Loss Ratio Total claims (incurred + IBNR) divided by net earned premium.
EBITDA Earnings Before Interest, Tax, Depreciation and Amortisation.
EBIT Earnings Before Interest and Tax.
Embedded Value (EV) Sum of net asset value and the present value of future profits emerging from in-force life insurance business.
Expense Ratio Operating expenses (excluding claims and acquisition costs) divided by net earned premium.
FAIS Financial Advisory and Intermediary Services Act, 2002 — regulates financial-services providers and advice-giving.
FICA Financial Intelligence Centre Act, 2001 — South Africa’s anti-money-laundering and KYC framework.
FSCA Financial Sector Conduct Authority — South Africa’s market-conduct regulator.
GWP Gross Written Premium — premium written before deduction for reinsurance.
IBNR Incurred But Not Reported claims reserves — actuarial provision for claims that have occurred but not yet been notified.
IRR Internal Rate of Return — the annualised return generated by an investment, accounting for the time value of money.
JSE Johannesburg Stock Exchange.
LSM Living Standards Measure — South African socio-economic segmentation scale (1 lowest to 10 highest).
MCR Minimum Capital Requirement under SAM — the regulatory floor below which a licensed insurer may not operate.
MOIC Multiple on Invested Capital — total exit proceeds divided by total invested capital.
NEP Net Earned Premium — premium earned over the period after reinsurance and unearned-premium reserve movements.
NPAT Net Profit After Tax.
NPS Net Promoter Score — customer-loyalty metric ranging from -100 to +100.
PA Prudential Authority — South African Reserve Bank’s prudential supervisor of insurers and banks.
PHYD Pay-How-You-Drive — usage-based motor insurance pricing using telematics.
POPIA Protection of Personal Information Act, 2013 — South Africa’s data privacy law.
QS / Quota Share A reinsurance treaty in which a fixed percentage of premium and risk is ceded to the reinsurer.
SAM Solvency Assessment and Management — South Africa’s risk-based prudential framework for insurers (analogous to Solvency II).
SCR Solvency Capital Requirement under SAM — the risk-based capital floor calibrated to a 1-in-200-year event.
STP Straight-Through Processing — automated end-to-end claims or transaction processing without manual intervention.
TAM / SAM / SOM Total Addressable Market / Serviceable Addressable Market / Serviceable Obtainable Market.
TCF Treating Customers Fairly — FSCA market-conduct framework.
TCFD Task Force on Climate-related Financial Disclosures — voluntary climate-disclosure framework.
VNB Value of New Business — present value of expected profits from new policies written during a period.
XL / Excess of Loss A reinsurance treaty in which the reinsurer covers losses above an attachment point.

Appendix B: Detailed Assumption Schedule

This appendix sets out the full schedule of detailed assumptions
underpinning the financial model. Assumptions are grouped by category.
The model is available in full to qualified investors under separate
NDA.

B.1 Customer-Level Economics by Product (Year 5 Mature Customer)

Metric (per customer per annum) Health Std Life Risk Motor Property Group
Average annual premium (R) 10,200 4,800 8,400 3,600 1,200
Loss ratio (gross, %) 71 45 67 53 60
Acquisition cost (R, Yr 1) 780 420 640 290 110
Maintenance cost (R, Yr 2+) 180 95 160 85 40
Persistency (annual %) 95 94 93 95 97
Avg life of policy (years) 8.5 12 6 9 14
Customer NPS (target) +58 +45 +42 +48 +52

B.2 Distribution Channel Mix and Economics

Channel Yr 5 share % CAC (R) Commission % NPS Persistency %
Direct digital 40 420 4 +62 92
Broker 32 780 14 +48 95
Embedded partner 14 290 6 +45 93
Tied adviser 14 1,180 18 +58 96
Weighted average 100 640 9.5 +55 93.8

B.3 Technology Investment Schedule

Tech Programme (R million) Year 1 Year 2 Year 3 Year 4 Year 5
Core insurance platform 125 85 60 40 30
Banking core (Vitalis Pay) 40 50 32 24 18
Behavioural data platform 38 34 32 28 26
Mobile and web app 32 24 22 20 20
Cyber and security 24 28 28 32 36
Cloud and infrastructure 32 38 46 52 60
Total annual tech spend 291 259 220 196 190

B.4 Headcount and Compensation

Function Year 1 Year 2 Year 3 Year 4 Year 5
Executive & senior management 12 18 24 28 32
Underwriting and actuarial 8 18 32 44 58
Technology and data 24 48 74 92 108
Distribution support 10 24 52 78 102
Customer service 12 36 94 152 208
Claims handling 6 24 58 94 128
Finance, risk, compliance 14 24 34 42 52
Marketing and brand 6 14 22 28 34
Other (HR, legal, ops) 3 12 18 24 28
Total FTE (excl. tied advisers) 95 218 408 582 750
Tied advisers (FTE) 40 180 380 520 620
Total FTE (all) 135 398 788 1,102 1,370
Average comp per FTE (R ‘000) 720 745 770 795 820

B.5 Reinsurance Programme Detail

Treaty Form Year 1 Terms Strategic Intent
Health QS 50% Quota Share 24% ceding commission Capital relief + earnings smoothing
Life Risk QS 50% Quota Share 24% ceding commission Mortality cat protection + capital
Motor QS 35% Quota Share 24% ceding commission Earnings volatility damping
Property QS 35% Quota Share 25% ceding commission Capacity expansion + cat protection
Catastrophe XL 4 layers, R15M retention 4 reinstatements 1-in-250 protection (storm, flood, riot)
Cyber stop-loss Annual aggregate R30M attachment Operational risk cap
Group Risk QS 40% Quota Share 26% ceding commission New-line support, data sharing

B.6 Investment Portfolio Composition (Steady State, Year 5)

Asset Class Allocation % Expected return % Volatility %
SA government bonds (5-10y) 42 10.4 8
SA corporate bonds (IG, 3-7y) 18 11.2 7
SA money market and cash 20 7.8 1
JSE Top 40 equity 12 12.5 17
SA property funds 4 11.0 12
Offshore (regulatory limit) 4 8.0 (USD) 10 (USD)
Weighted portfolio (gross) 100 9.8 6.2
Weighted portfolio (after fees) 100 9.4 6.2

This concludes Appendix B. The full driver model, including
monthly detail, is available to qualified investors and their advisors
under non-disclosure, in either Excel or read-only cloud-hosted form.
Management is available to walk through each driver and assumption in
detail at the request of prospective investors.

— END OF BUSINESS PLAN —

Vitalis Group SA (Pty) Ltd

Investment-Grade Business Plan, 2026

Strictly Confidential — Not for Distribution

Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of Vitalis Group South Africa (Pty) Ltd.