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 26 September 2011, 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 (“Share Plan”). These Share Appreciation Rights have partially vested and have been exercised by the Participants pursuant to which the Participants received Shares at no cost. Metair further advises of the settlement of bonus shares (“Bonus Shares”) conditionally granted on 26 September 2011 to certain Participants. The Bonus Shares were awarded in terms of the Share Plan. In terms of the provisions of the Share Plan, the Bonus Shares are to be settled following vesting. 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 on-market trade on 29 September 2014. DETAILS OF SALE OF SHARES Date of transaction 29 September 2014 Nature of transaction On-market sale of Shares Class of Share Ordinary shares Price per Share R33.5290 Total number of Shares sold 141 425 Total value of Shares sold R4 741 838.83 Written clearance to deal obtained Yes 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 exercised 52 497 Deemed value of Share Appreciation Rights on exercise R1 762 849.26 at a price of R33.58 per Share being the previous day’s closing price 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 award 26 September 2011 Date of Share Appreciation Rights exercised 26 September 2014 Vesting period In equal thirds on the 3rd, 4th and 5th anniversaries but need not be exercised until the 6th anniversary 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 A. Webb Metindustrial (Pty) Ltd 1 977 66 387.66 1 997 66 286.83 Direct beneficial Mr M. Slattery Metindustrial (Pty) Ltd 2 102 70 585.16 2 102 70 477.96 Direct beneficial Mr R. Metindustrial (Pty) Ltd 2 117 71 088.86 2 117 70 980.89 Direct beneficial Bezuidenhout Ms H. McLachlan Metindustrial (Pty) Ltd 2 188 73 473.04 0 0 Direct beneficial Mr A. Becker Metindustrial (Pty) Ltd 6 308 211 822.64 6 308 211 500.93 Direct beneficial Mr B. Sivlal Metindustrial (Pty) Ltd 2 308 77 502.64 0 0 Direct beneficial Mr C. Ellison Metindustrial (Pty) Ltd 1 986 66 689.88 1 986 66 588.59 Direct beneficial Mr M. Barley Metindustrial (Pty) Ltd 2 178 73 137.24 2 178 73 026.16 Direct beneficial Mr N. Mavhungu Metindustrial (Pty) Ltd 2 144 71 995.52 2 144 71 886.18 Direct beneficial Dr L. Denner Mutlu Holding Anonim 6 860 230 358.80 6 860 230 008.94 Direct beneficial Sirketi Mr C.J. Janse van Mutlu Holding Anonim 1 398 46 944.84 0 0 Direct beneficial Rensburg Sirketi Mr C.T. Loock Metair 13 910 467 097.80 13 910 466 388.39 Direct beneficial Mr K. Lello Metair 7 021 235 765.18 2 808 94 149.43 Direct beneficial DETAILS OF THE EXERCISE OF THE BONUS SHARES Total number of shares exercised 99 035 Deemed value of the Bonus Shares on exercise R3 325 595.30 at a price of R33.58 per Share being the previous day’s closing price as at the exercise date Class of securities Ordinary shares Nature of transaction Off-market acquisition of Shares pursuant to the exercise of Bonus Shares at no cost Date of award 26 September 2011 Date Bonus Shares exercised 26 September 2014 Vesting period Bonus Shares vest on the third anniversary of the award date Written clearance to deal obtained Yes Details of the exercise of the Bonus Shares for the Participant, the related receipt of Shares and sale of Share are tabled below: Director Company name No. of Bonus Deemed value of No. of Value of Nature of Shares exercised shares Shares Shares sold interest exercised (Rand) sold (Rand) Mr C.T. Loock Metair 99 035 3 325 595.30 99 035 3 320 544.52 Direct beneficial Johannesburg 30 September 2014 Sponsor One Capital Date: 30/09/2014 05:15:00 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.