KELLY GROUP LIMITED - Further Cautionary Announcement

Further Cautionary Announcement

KELLY GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 1999/026249/06)
Share code: KEL ISIN: ZAE000093373
(“Kelly Group” or “the Company”)

                               FURTHER CAUTIONARY ANNOUNCEMENT

Shareholders are referred to the cautionary announcement dated 27 March 2014 and the disclosure of a
significant holding in Kelly Group shares announced today. Furthermore, shareholders are hereby advised
that the board of directors of Kelly Group has received two non-binding expressions of interest from separate
parties, one of whom being Adcorp Holding Limited (“Adcorp”), intending to acquire 100% of the issued
ordinary share capital of Kelly Group.

As set out in the disclosure of a significant holding in Kelly Group shares announced today, Adcorp has
acquired a 29% beneficial interest in Kelly Group and has subsequently issued a non-binding expression of
interest (“EOI”) to acquire the remaining 71% of the issued ordinary share capital of Kelly Group for a
purchase consideration of R2.50 per Kelly Group share to be settled in Adcorp ordinary shares with a cash
underpin.

The independent board of directors of Kelly Group (“Independent Board”), having carefully considered the
terms of the two alternatives, and based on the likelihood that the second alternative in its current form,
cannot be completed successfully, due to the material holding by Adcorp, shall pursue further discussions
with Adcorp in respect of their EOI.

Accordingly, shareholders are advised to continue exercising caution when dealing in the Company’s
securities, until a further announcement is made.

Sandton
3 April 2014

Corporate Adviser
Merchantec Capital

Sponsor
PSG Capital

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