SUPER GROUP LIMITED - Dealing in securities by a director of major subsidiaries

Dealing in securities by a director of major subsidiaries

Super Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1943/016107/06)
Share code: SPG
ISIN: ZAE000161832
(“Super Group”)

DEALING IN SECURITIES BY A DIRECTOR OF MAJOR SUBSIDIARIES

1. In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements,
   shareholders are advised that a director of a major subsidiary of Super
   Group has, in terms of the Share Appreciation Right Scheme 2005 (“the
   Scheme”), been issued shares in terms of previously accepted grants that
   have vested.

  Shareholder approval of the Scheme was obtained at the 2005 Annual
  General Meeting. All rights have conditions attached and are subject to
  the rules of the Scheme. The Remuneration Committee approved the grants
  and the required clearance in terms of paragraph 3.66 of the Listings
  Requirements was obtained.

  The Scheme supports the principle of aligning management and shareholder
  interests. Performance conditions governing the vesting of these rights
  are intended to be stretching but achievable. The performance conditions
  are related to headline earnings per share increasing by 2% per annum
  above the Consumer Price Inflation Index over the three year performance
  period ended June 2013. The grants are conditional upon the participant
  remaining employed during the performance period.

  The grants that have vested have been awarded in terms of performance
  conditions for the Financial Year ended 30th June 2013 and the shares have
  been issued to the following director.

   Name of director Number of Share  Number of Shares Nature of interest
                    Appreciation     Issued (1)
                    Rights (“SARS”)
   K Mmutlana                500 000          361 552 Direct, Beneficial


   Date of transfer         2 September 2013
   Nature of transaction    Issue of shares
   Class of securities      Ordinary shares
   Strike price of SARS     R6.10
   Strike date              2 September 2013
   Exercise Price of SARS   R22.03
   Vesting date             Following approval by the Remuneration
                            Committee based on the audited results for
                            the year ended 30 June 2013


  (1) The number of shares issued is calculated by the total gain on the
  SARS, which is the difference between the strike price and the exercise
  price multiplied by the number of SARS. The gain is then divided by the
  exercise price to determine the number shares issued.
2. In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements
   of the JSE Limited, Super Group advises that it has been informed of the
   following dealings in its shares:

   Executive Director         Kamogelo Mmutlana
   Company                    Super Group
   Date of transaction        2 September 2013
   Nature of transaction      Sale of shares on market
   Nature of interest         Direct, beneficial
   Class of securities        Ordinary shares
   Clearance to deal          Yes
   Number of shares sold      17 270
   Price                      R22.1000
   Total value of
   transaction                R381 667.00

   Executive Director         Kamogelo Mmutlana
   Company                    Super Group
   Date of transaction        3 September 2013
   Nature of transaction      Sale of shares on market
   Nature of interest         Direct, beneficial
   Class of securities        Ordinary shares
   Clearance to deal          Yes
   Number of shares sold      344 282
   Highest Price              R22.1000
   Lowest Price               R22.0000
   Volume Weighted Average    R22.0065
   Price
   Total value of
   transaction                R7 576 429.50

   K Mmutlana is a director of Super Group Holdings Proprietary Limited.

Sandton
4 September 2013

Sponsor: Deutsche Securities (SA) Proprietary Limited

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