TRANSACTION CAPITAL LIMITED - Acceptance of conditional shares in terms of the Transaction Capital conditional share plan

Acceptance of conditional shares in terms of the Transaction Capital conditional share plan

Transaction Capital Limited                          
(Incorporated in the Republic of South Africa)         
Registration No: 2002/031730/06                        
JSE share code: TCP                                      
ISIN: ZAE000167391
(“Transaction Capital” or “the Company”)

TransCapital Investments Limited
(Incorporated in the Republic of South Africa)
(Registration No. 2016/130129/06)
JSE debt code: TCII

ACCEPTANCE OF CONDITIONAL SHARES IN TERMS OF THE TRANSACTION CAPITAL
CONDITIONAL SHARE PLAN

In compliance with the JSE Limited Listings Requirements, notification is hereby given that the following
directors and company secretaries of the company and its major subsidiaries have accepted a conditional
right to Transaction Capital shares issued in terms of the Transaction Capital Limited Conditional Share
Plan (“CSP”).

CSP awards are subject to retention and performance criteria and vest as follows:
- 30% of award to vest in equal proportions in years 3 and 4, subject to continued employment.
- 70% of award to vest as follows (and linked to predefined performance criteria):
   -    2 years: 14.0%
   -    3 years: 17.5%
   -    4 years: 17.5%
   -    5 years: 21.0%
- All CSP awards have a strike price of Rnil.

Clearances in terms of the JSE Limited Listings Requirements were obtained in each instance.

Name of director                David Hurwitz
Name of company                 Transaction Capital Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            183 554
Total value                     R3 333 341
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of director                Ronen Goldstein
Name of company                 Transaction Capital Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            82 600
Total value                     R1 500 016
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial                                  

Name of company secretary       Theresa Palos
Name of company                 Transaction Capital Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            26 850
Total value                     R487 596
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of director                Mark Herskovits
Name of company                 Transaction Capital Limited and SA Taxi Finance
                                Holdings Proprietary Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            130 059
Total value                     R1 463 164
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of director                Lorenzo Cardoso
Name of company                 SA Taxi Finance Holdings Proprietary Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            254 400
Total value                     R2 862 000
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of director                Riek Olivier
Name of company                 SA Taxi Finance Holdings Proprietary Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            155 467
Total value                     R1 749 004
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of director                Dineo Sekwele
Name of company                 Transaction Capital Risk Services Holdings Proprietary
                                Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            179 110
Total value                     R1 166 006
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial                                             

Name of director                Carl de Villiers
Name of company                 Transaction Capital Recoveries Proprietary Limited and
                                MBD Legal Collections Proprietary Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            176 492
Total value                     R1 148 963
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Name of company secretary       Jennifer Williams
Name of company                 Transaction Capital Risk Services Holdings Proprietary
                                Limited
Date transaction was effected   11 December 2018
Class of security               CSP awards in respect of ordinary shares
Number of CSP awards            66 678
Total value                     R434 074
Nature of transaction           Off market acceptance of allocation of CSP awards
Nature of interest              Direct beneficial

Dunkeld West
12 December 2018

Enquiries:
Phillipe Welthagen - Investor Relations
Telephone: +27 (0) 11 049 6700

Sponsor:
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
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