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Dealing in securities by a director and a director of a major subsidiary
Super Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1943/016107/06)
Share code: SPG
ISIN: ZAE000161832
(“Super Group”)
DEALING IN SECURITIES BY A DIRECTOR AND A DIRECTOR OF A MAJOR SUBSIDIARY
1. In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements,
shareholders are advised that a director of Super Group and a director of
major subsidiaries of Super Group have, in terms of the Share
Appreciation Right Scheme 2005 (“the Scheme”), been issued shares in
terms of previously accepted grants that have vested.
Shareholder approval of the Scheme was obtained at the 2005 Annual
General Meeting. All rights have conditions attached and are subject to
the rules of the Scheme. The Remuneration Committee approved the grants
and the required clearance in terms of paragraph 3.66 of the Listings
Requirements was obtained.
The Scheme supports the principle of aligning management and shareholder
interests. Performance conditions governing the vesting of these rights
are intended to be stretching but achievable. The performance conditions
are related to headline earnings per share increasing by 2% per annum
above the Consumer Price Inflation Index over the three year performance
period ended 30 June 2013. The grants are conditional upon the
participant remaining employed during the performance period.
The grants that have vested have been awarded in terms of performance
conditions for the Financial Year ended 30 June 2013 and the shares have
been issued to the following directors.
Name of director Number of Share Number of Shares Nature of interest
Appreciation Issued (1)
Rights (“SARS”)
C Brown 500 000 367 526 Direct, Beneficial
P Smith (2) 205 000 150 685 Direct, Beneficial
Date of transfer 18 February 2014
Nature of transaction Issue of shares
Class of securities Ordinary shares
Strike price of SARS R7.30
Strike date 18 February 2014
Exercise Price of SARS R27.5524
Vesting date Following approval by the Remuneration
Committee based on the audited results for
the year ended 30 June 2013
Name of director Number of Share Number of Shares Nature of interest
Appreciation Issued (1)
Rights (“SARS”)
P Smith (2) 295 000 217 004 Direct, Beneficial
Date of transfer 19 February 2014
Nature of transaction Issue of shares
Class of securities Ordinary shares
Strike price of SARS R7.30
Strike date 19 February 2014
Exercise Price of SARS R27.6103
Vesting date Following approval by the Remuneration
Committee based on the audited results for
the year ended 30 June 2013
Name of Number of Share Number of Shares Nature of interest
director/company Appreciation Issued (1)
secretary Rights (“SARS”)
P Smith (2) 500 000 389 534 Direct, Beneficial
Date of transfer 19 February 2014
Nature of transaction Issue of shares
Class of securities Ordinary shares
Strike price of SARS R6.10
Strike date 19 February 2014
Exercise Price of SARS R27.6103
Vesting date Following approval by the Remuneration
Committee based on the audited results for
the year ended 30 June 2013
(1) The number of shares issued is calculated by the total gain on the
SARS, which is the difference between the strike price and the
exercise price multiplied by the number of SARS. The gain is then
divided by the exercise price to determine the number of shares
issued.
(2) P Smith is a Director of Super Group Trading (Pty) Ltd and Super
Group Africa (Pty) Ltd.
2. In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements,
Super Group advises that it has been informed of the following dealings
in its shares:
Executive Director Colin Brown
Company Super Group
Date of transaction 18 February 2014
Nature of transaction Sale of shares on market
Nature of interest Direct, beneficial
Class of securities Ordinary shares
Clearance to deal Yes
Number of shares sold 301 371
Price per Share R27.6100
Total value of
transaction R8,320,853.31
Director of Major Philip Smith
Subsidiaries
Company Super Group
Date of transaction 18 February 2014
Nature of transaction Sale of shares on market
Nature of interest Direct, beneficial
Class of securities Ordinary shares
Clearance to deal Yes
Number of shares sold 150 685
Price per Share R27.6100
Total value of
transaction R4,160,412.85
Executive Director Colin Brown
Company Super Group
Date of transaction 19 February 2014
Nature of transaction Sale of shares on market
Nature of interest Direct, beneficial
Class of securities Ordinary shares
Clearance to deal Yes
Number of shares sold 66 155
Highest Price R27.8000
Lowest Price R27.5400
Volume Average Weighted R27.5716
Price
Total value of
transaction R1,824,001.81
Director of Major Philip Smith
Subsidiaries
Company Super Group
Date of transaction 19 February 2014
Nature of transaction Sale of shares on market
Nature of interest Direct, beneficial
Class of securities Ordinary shares
Clearance to deal Yes
Number of shares sold 559 948
Highest Price R27.6500
Lowest Price R27.6000
Volume Average Weighted R27.6012
Price
Total value of
transaction R15,455,246.89
The transactions are not a reflection of their views on the Group and
simply represent diversification of investments.
The required clearance per paragraph 3.66 of the Listings Requirements
was obtained.
Sandton
20 February 2014
Sponsor: Deutsche Securities (SA) Proprietary Limited
Date: 20/02/2014 05:38:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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