WORKFORCE HOLDINGS LIMITED - Exercise of Share Appreciation Rights and Sale of Shares by a Director and Directors of a Major Subsidiary

Exercise of Share Appreciation Rights and Sale of Shares by a Director and Directors of a Major Subsidiary

WORKFORCE HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 2006/018145/06)
Share code: WKF ISIN: ZAE000087847
(“Workforce” or “the Company”)


EXERCISE OF SHARE APPRECIATION RIGHTS AND SALE OF SHARES BY A
DIRECTOR AND DIRECTORS OF A MAJOR SUBSIDIARY


In compliance with paragraphs 3.63 to 3.74 (both inclusive) of the Listings Requirements of JSE Limited, the
following is disclosed:

 Name of director:                          Willem van Wyk
 Company:                                   Workforce Holdings Limited
 Nature of transaction:                     Off market exercise of 750 000 share appreciation rights in
                                            respect of the employee share appreciation rights scheme
                                            (“Scheme”). The benefit attributable to the director is the
                                            difference between the market price (R1.26), calculated as the
                                            average traded price over the three month period preceding
                                            the vesting date, and the strike price (R0.50) per share, settled
                                            by the Scheme through the award of shares at market price to
                                            the value of the net after tax gain realised, amounting to
                                            266 904 shares.
 Class of securities:                       Ordinary shares
 Extent of director’s interest:             Indirect beneficial
 Grant date:                                5 December 2012
 Vesting date:                              31 December 2015
 Exercise date:                             3 May 2016
 Share appreciation right strike price:     50 cents
 Share price at exercise date:              R1.26
 Number of securities awarded:              266 904
 Total value of shares awarded:             R336 299.04
 Clearance to deal obtained:                Yes

 Name of director:                          Duan Nortje
 Company:                                   The Workforce Group Proprietary Limited
 Nature of transaction:                     On market sale of ordinary shares following the off market
                                            exercise of 50 000 share appreciation rights in respect of the
                                            Scheme. The benefit attributable to the director is the
                                            difference between the market price (R1.26), calculated as the
                                            average traded price over the three month period preceding
                                            the vesting date, and the strike price (R0.50) per share, settled
                                            by the Scheme through the award of shares at market price to
                                            the value of the net after tax gain realised, amounting to
                                            17 794 shares.
 Class of securities:                       Ordinary shares
 Extent of director’s interest:             Indirect beneficial
 Grant date:                                5 December 2012
 Vesting date:                              31 December 2015
 Exercise date:                             3 May 2016
 Share appreciation right strike price:     50 cents
 Share price at exercise date:              R1.26
 Number of securities awarded:              17 794
 Total value of shares awarded:             R22 420.44
 Date of sale:                              3 May 2016
 Selling price per security:                R1.26
 Total value of sale:                       R22 420.44
 Clearance to deal obtained:                Yes


 Name of director:                          Rachel Hough
 Company:                                   The Workforce Group Proprietary Limited
 Nature of transaction:                     On market sale of ordinary shares following the off market
                                            exercise of 50 000 share appreciation rights in respect of the
                                            Scheme. The benefit attributable to the director is the
                                            difference between the market price (R1.26), calculated as the
                                            average traded price over the three month period preceding
                                            the vesting date, and the strike price (R0.50) per share, settled
                                            by the Scheme through the award of shares at market price to
                                            the value of the net after tax gain realised, amounting to
                                            17 794 shares.
 Class of securities:                       Ordinary shares
 Extent of director’s interest:             Indirect beneficial
 Grant date:                                5 December 2012
 Vesting date:                              31 December 2015
 Exercise date:                             3 May 2016
 Share appreciation right strike price:     50 cents
 Share price at exercise date:              R1.26
 Number of securities awarded:              17 794
 Total value of shares awarded:             R22 420.44
 Date of sale:                              3 May 2016
 Selling price per security:                R1.26
 Total value of sale:                       R22 420.44
 Clearance to deal obtained:                Yes


Johannesburg
9 May 2016

Designated Adviser
Merchantec Capital

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