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, 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. 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 9 December 2014. DETAILS OF SALE OF SHARES Date of transaction 9 December 2014 Nature of transaction On-market sale of Shares Class of Share Ordinary shares Price per Share R32.3594 Total number of Shares sold 675 723 Total value of Shares sold R21 865 990.85 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 744 134 Deemed value of Share Appreciation Rights on exercise R26 379 550.30 at a price of R35.45 per Share, being the 20 day VWAP as at the 8 December 2014 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 7 December 2009 Date of Share Appreciation Rights exercised 8 December 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. The nature of the interest of all Participants is direct beneficial. Director Company name No. of Deemed value No. of Value of Share of Share Shares Shares sold Appreciat Appreciation sold (Rand) ion Rights Rights exercised exercised (Rand) Mr A. Webb Metindustrial (Pty) Ltd 5 783 205 007.35 5 783 187 134.41 Mr M. Slattery Metindustrial (Pty) Ltd 6 000 212 700.00 6 000 194 156.40 Mr R. Metindustrial (Pty) Ltd 6 097 216 138.65 6 097 197 295.26 Bezuidenhout Ms H. McLachlan Metindustrial (Pty) Ltd 6 466 229 219.70 - Mr A. Becker Metindustrial (Pty) Ltd 101 106 3 584 207.70 101 106 3 271 729.50 Mr B. Sivlal Metindustrial (Pty) Ltd 46 522 1 649 204.90 - - Mr C. Ellison Metindustrial (Pty) Ltd 9 438 334 577.10 9 438 305 408.02 Mr M. Barley Metindustrial (Pty) Ltd 45 869 1 626 056.05 45 869 1 484 293.32 Dr L. Denner Mutlu Holding Anonim 94 496 3 349 883.20 94 496 3 057 833.86 Sirketi Mr C.T. Loock Metair 370 948 13 150 106.60 370 948 12 003 654.71 Mr K. Lello Metair 51 409 1 822 449.05 35 986 1 164 485.37 Johannesburg 10 December 2014 Sponsor One Capital Date: 10/12/2014 03:25:00 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.