ELLIES HOLDINGS LIMITED - Results of Rights Offer

Results of Rights Offer

ELLIES HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2007/007084/06)
JSE share code: ELI ISIN: ZAE000103081
(“Ellies” or the “company”)


RESULTS OF THE RIGHTS OFFER


Shareholders are referred to the circular (the “circular”) dated Wednesday, 24 December 2014 posted to Ellies shareholders
containing details of the rights offer to Ellies shareholders of a maximum of 104 551 707 new Ellies shares (“rights offer
shares”) at an issue price of 110 cents each (the “rights offer”).

Shareholders are advised that the rights offer closed on Friday, 16 January 2015 and are further advised that, in respect of
the rights offer shares, which were offered to Ellies shareholders and/or their renouncees, a total of 156 605 989 new Ellies
shares, being 149.79% of the rights offer shares, were applied for in terms of the rights offer.

As a first underwriting commitment, in order to partially settle the outstanding amounts under the loan advanced to Ellies by
Elliot Salkow (“Salkow”) in the amount of R25 574 540.26 (the “Salkow facility”), and Ryan Otto (“Otto”) in the amount
of R15 257 688.03 (the “Otto facility”) (collectively the “first underwriting commitments”):

-     Salkow followed his rights in respect of 73 083 658 Ellies shares, for which he has received 21 925 097 rights offer
      shares;
-     Otto followed his rights in respect of 12 172 058 Ellies shares, for which he has received 3 651 617 rights offer
      shares;
-     Salkow applied for excess allocations in respect 1 324 485 rights offer shares, of which 975 923 rights offer shares
      will be issued to Salkow; and
-     Otto applied for excess allocations in respect of 10 219 007 rights offer shares, of which 7 529 692 rights offer shares
      will be issued to Otto.

As agreed between Salkow, Otto and the company, because sufficient rights offer shares are not available to settle the first
underwriting commitments in full, allocations have been made to Salkow and Otto on the basis of Salkow receiving 11
rights offer shares for every 89 rights offer shares Otto receives (and not in proportion to the total amount advanced under
the Salkow facility relative to the total amount advanced under the Otto facility, as set out in the circular). Accordingly,
R383 418.26 remains outstanding under the Salkow facility and R2 958 248.13 remains outstanding under the Otto facility.
The amounts outstanding under the Salkow facility and the Otto facility shall be repaid to Salkow and Otto pursuant to the
terms of the shareholders loan agreement (as defined in the circular).

In addition to the excess applications by Salkow and Otto as the first underwriting commitment, applications included
excess applications for 49 016 405 rights offer shares. Given that the rights offer was fully subscribed after partially taking
into account the first underwriting commitment, no excess rights offer shares will be allocated to shareholders.

The rights offer was further underwritten by Mazi Capital Proprietary Limited (“Mazi”). Given that the rights offer was
fully subscribed after partially taking into account the first underwriting commitment, Mazi will not be allocated any rights
offer shares pursuant to its underwriting obligation.

Dematerialised shareholders who have subscribed for rights offer shares will have their accounts debited and updated by
their Central Securities Depository Participant/ broker on Monday, 19 January 2015. Share certificates will be posted to
certificated shareholders who subscribed for right offer shares on Monday, 19 January 2015.

Following the issue of 104 551 707 new Ellies shares pursuant to the rights offer, the total issued share capital of the
company will increase to 453 057 398 ordinary shares.

19 January 2015


Joint corporate advisor and sponsor                                    Joint corporate advisor
Java Capital                                                           Standard Bank
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