Acceptance Of Options Granted In Terms Of The Digicore Staff Share Incentive Trust Scheme
DIGICORE HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1998/012601/06)
Share Code: DGC
ISIN Number: ZAE000016945
('DigiCore' or 'the Company')
ACCEPTANCE OF OPTIONS GRANTED IN TERMS OF THE DIGICORE STAFF SHARE INCENTIVE TRUST SCHEME
In compliance with rules 3.63 to 3.74 of the JSE Limited Listings Requirements, the following information is disclosed:
1.
NAME OF DIRECTOR D du Rand
COMPANY OF WHICH I AM A DIRECTOR DigiCore Holdings Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 500 000
TOTAL RAND VALUE OF OPTIONS R750 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
2.
NAME OF DIRECTOR MD Rousseau
COMPANY OF WHICH I AM A DIRECTOR DigiCore Holdings Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 500 000
TOTAL RAND VALUE OF OPTIONS R750 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
3.
NAME OF DIRECTOR PJ (Cobus) Grové
COMPANY OF WHICH I AM A DIRECTOR DigiCore Holdings Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 1 500 000
TOTAL RAND VALUE OF OPTIONS R2 250 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
4.
NAME OF DIRECTOR EP (Pierre) Bruwer
MAJOR SUBSIDIARY COMPANY OF WHICH I AM A C-track (SA)
DIRECTOR (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTED 1 500 000
TOTAL RAND VALUE OF OPTIONS R2 250 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
5.
NAME OF DIRECTOR HF Jordt
MAJOR SUBSIDIARY COMPANY OF WHICH I AM A DigiCore Fleet Management
DIRECTOR (SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 400 000
TOTAL RAND VALUE OF OPTIONS R600 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the strike date during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
6.
NAME OF DIRECTOR J Mostert
MAJOR SUBSIDIARY COMPANY OF WHICH I AM A DigiCore Electronics (Pty) Ltd
DIRECTOR
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 300 000
TOTAL RAND VALUE OF OPTIONS R450 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike date during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
7.
NAME OF DIRECTOR DA Nieuwoudt
MAJOR SUBSIDIARY COMPANIES OF WHICH I AM A DigiCore Fleet Management
DIRECTOR AND GROUP COMPANY SECRETARY (SA) (Pty) Ltd and C-track
(SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 200 000
TOTAL RAND VALUE OF OPTIONS R300 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
8.
NAME OF DIRECTOR L Nortje
MAJOR SUBSIDIARY COMPANIES OF WHICH I AM A DigiCore Fleet Management
DIRECTOR (SA) (Pty) Ltd and C-track
(SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 100 000
TOTAL RAND VALUE OF OPTIONS R150 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
9.
NAME OF DIRECTOR M Hill
MAJOR SUBSIDIARY COMPANY OF WHICH I AM A DigiCore Fleet Management
DIRECTOR (SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 250 000
TOTAL RAND VALUE OF OPTIONS R375 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
10.
NAME OF DIRECTOR A van Rensburg
MAJOR SUBSIDIARY COMPANY OF WHICH I AM A DigiCore Electronics (Pty) Ltd
DIRECTOR
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary shares in the
share capital of DigiCore
CLASS OF SECURITIES Ordinary
DATE OF SHARE OPTION ACCEPTANCE 10 October 2013
OPTION STRIKE PRICE (CENTS) 150
NUMBER OF OPTIONS ACCEPTANCE 250 000
TOTAL RAND VALUE OF OPTIONS R375 000
STRIKE DATES OF OPTIONS* 20% from 4 October 2014
40% from 4 October 2015
70% from 4 October 2016
100% from 4 October 2017
PERIOD OF EXERCISE Participants have a 10 year period from the respective strike dates during which
options can be exercised, after vesting.
NATURE OF TRANSACTION Direct Beneficial
NATURE AND EXTENT OF INTEREST IN Acceptance of options to
TRANSACTION subscribe for ordinary shares in terms of a share
incentive scheme (off-market transaction)
* Options granted under the scheme and accepted by beneficiaries will vest at a rate of 20% on each of the first and second
anniversaries of the option grant date and at a rate of 30% on each of the third and fourth anniversaries of the option grant
date.
As a result of the fact that the trustees awarded the options to participants, but same is not exercised, no clearance was
required as contemplated in Rule 3.66 of the Listings Requirements of the JSE Limited.
14 October 2013
Centurion
Sponsor
PSG Capital (Pty) Limited
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