Directors' dealings in securities METAIR INVESTMENTS LIMITED (Reg No. 1948/031013/06) (Incorporated in the Republic of South Africa) Share code : MTA ISIN code : ZAE000090692 (“Metair”) DIRECTORS’ DEALINGS IN SECURITIES In accordance with the requirements of paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements (“Listings Requirements”), the following off-market transactions by directors of Metair and its major subsidiaries are hereby disclosed. On 7 December 2009 and 25 November 2010, Metair ordinary shares ("Shares") were conditionally granted (“Share Appreciation Rights”), to certain of the directors of Metair and its major subsidiaries (“Participants”) in accordance with The Metair Investments Limited 2009 Share Plan. These Share Appreciation Rights have now vested with and been exercised by the Participants pursuant to which the Participants received Shares at no cost. In order to facilitate the disposal of these Shares received by the Participants in an orderly fashion, the Participants have entered into a pooled sale in terms of which the Participant's Shares were disposed through a single arranged off-market trade on 9 December 2013. Further details of the exercise of the Share Appreciation Rights, the related receipt of Shares and sale of Shares are provided below: DETAILS OF EXERCISE OF SHARE APPRECIATION RIGHTS Total number of Shares acquired 1,140,527 Deemed value of the transaction on exercise R43,191,757.49 at a price of R37.87 per Share being the 20 day VWAP of Shares as at the exercise date Class of securities Ordinary shares Nature of transaction Off-market acquisition of Shares pursuant to the exercise of Share Appreciation Rights at no cost Date of transaction 9 December 2013 Written clearance to deal obtained Yes DETAILS OF SALE OF SHARES Total number of Shares sold by directors 1,052,327 Date of transaction 9 December 2013 Nature of transaction Off-market sale of Shares Class of Share Ordinary shares Price per Share R36.55 Total number of Shares sold 1,052,327 Total value of Shares sold R38,462,551.85 Written clearance to deal obtained Yes Details of the exercise of the Share Appreciation Rights, the related receipt of Shares and sale of Shares by directors of Metair and its major subsidiaries who were Participants are tabled below: Director Company name No. of Share Deemed value No. of Value of Nature of Appreciation of Share Shares Shares interest Rights Appreciation sold sold exercised Rights (Rand) exercised (Rand) Mr L. Denner Metindustrial (Pty) Ltd 106 581 4 036 222 106 581 3 895 536 Direct beneficial Mr A. Webb Metindustrial (Pty) Ltd 9 166 347 116 9 166 335 017 Direct beneficial Mr M. Slattery Metindustrial (Pty) Ltd 9 593 363 287 9 593 350 624 Direct beneficial Mr R. Metindustrial (Pty) Ltd 9 719 368 059 9 719 355 229 Direct beneficial Bezuidenhout Ms H. McLachlan Metindustrial (Pty) Ltd 10 210 386 653 - - Direct beneficial Mr A. Becker Metindustrial (Pty) Ltd 113 030 4 280 446 4 131 247 Direct beneficial 113 030 Mr B. Sivlal Metindustrial (Pty) Ltd 50 990 1 930 991 - - Direct beneficial Mr C. Ellison Metindustrial (Pty) Ltd 12 925 489 470 472 409 Direct beneficial 12 925 Mr M. Barley Metindustrial (Pty) Ltd 50 085 1 896 719 1 830 607 Direct beneficial 50 085 Mr J. Esterhuizen Smiths Manufacturing 57 488 2 177 071 57 488 2 101 186 Direct beneficial (Pty) Ltd Mr K. Lello Smiths Manufacturing 115 519 4 374 705 115 519 4 222 219 Direct beneficial (Pty) Ltd Mr B.M. Jacobs Metair 197 016 7 460 996 170 016 6 214 085 Direct beneficial Mr C.T. Loock Metair 398 205 15 080 023 398 205 14 554 393 Direct beneficial Johannesburg 11 December 2013 Sponsor One Capital Date: 11/12/2013 12:27:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.