KAP INDUSTRIAL HOLDINGS LIMITED - Dealings In Company Shares

Dealings In Company Shares

KAP Industrial Holdings Limited
Incorporated in the Republic of South Africa)
Registration number: 1978/000181/06
Share Code: KAP
ISIN: ZAE000171963
(“KAP”, “the Company” or “the Group”)

DEALINGS IN COMPANY SHARES

1.   VESTING OF SHARE RIGHTS GRANTED IN 2014

     The share rights granted to participants under the KAP Performance
     Share Rights Scheme (“the KAP Share Rights Scheme”) in December
     2014 have vested with effect from 1 December 2017.

     Pursuant to this vesting, the following executive directors of KAP
     and of its major subsidiaries received KAP ordinary shares of no
     par value (“KAP Shares”) in accordance with the provisions of the
     KAP Share Rights Scheme in an off-market transaction, as follows:

         Name of director             Number of     Market       Market value
                                         shares      price                (R)
                                           that (cents per
                                         vested     share)
         KJ Grové*@                   1 825 967        877      16 013 730,59
         
         GN Chaplin*#
         (in respect of associate
         "Straalhoek Sawmill
         (Pty)Ltd")                   1 543 470        877      13 536 231,90
         
         FH Olivier*#
         (in respect of associate
                                        507 466        877      4 450 476,82
         "Mashoweng Investments
         (Pty) Ltd")
         
          SP Lunga**@                   194   623      877      1   706   843,71
          
          LR Pollard**@                 828   187      877      7   263   199,99
          
          G Victor**@                   815   159      877      7   148   944,43
          
          TR Nel***@                    880   086      877      7   718   354,22
  
     *       Director of KAP Industrial Holdings Ltd
     **      Director of KAP Diversified Industrial (Pty) Ltd
     ***     Director of Unitrans Holdings (Pty) Ltd
     #       Indirect beneficial interests in the transaction
     @       Direct beneficial interests in the transaction

2.   DISPOSAL OF SHARES BY DIRECTORS OF THE COMPANY AND ITS MAJOR
     SUBSIDIARIES

    In addition to the above and as part of an off-market block trade,
    shareholders are advised that the below-mentioned directors each
    disposed of a portion of their shares on Monday, 4 December 2017
    in order to settle their income tax obligations arising from the
    vesting, as disclosed below:

     Name of director                Number of      Sales    Proceeds on
                                        shares      price       disposal
                                          sold (cents per            (R)
                                                   share)
     KJ Grove*@                        821 686        877   7 206 186,22
     
     GN Chaplin*#
     (in respect of associate
     "Straalhoek Sawmill
     (Pty)Ltd")                       694 562         877   6 091 308,74
     
    
     FH Olivier*#
     (in respect of associate
                                      228 360         877   2 002 717,20
     "Mashoweng Investments
     (Pty) Ltd")
     
     SP Lunga**@                       87 581         877    768 085,37
     
     LR Pollard**@                    372 685         877   3 268 447,45
     
     G Victor**@                      366 822         877   3 217 028,94
     
     TR Nel***@                       396 039         877   3 473 262,03


  The vesting of the share rights has taken place in terms of the rules
  of the Share Rights Scheme and accordingly, no clearance as
  contemplated in Rule 3.66 of the Listings Requirements, is required.
  However, clearance to deal in securities was obtained for the
  subsequent disposals.

By order of the Board
Steinhoff Secretarial Services Proprietary Limited
Company Secretary

6 December 2017
Sponsor: PSG Capital (Pty) Limited

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