Acceptance of Options by Directors, Directors of Major Subsidiaries and the Company Secretary
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 BY DIRECTORS, DIRECTORS OF MAJOR SUBSIDIARIES AND THE COMPANY
SECRETARY IN TERMS OF THE DIGICORE STAFF SHARE INCENTIVE TRUST SCHEME (“the
Scheme”)
In compliance with rules 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information is disclosed:
The following share option awards were accepted in terms of the Scheme:
1.
NAME OF DIRECTOR MD Rousseau
MAJOR SUBSIDIARY COMPANY OF WHICH
I AM A DIRECTOR C-Track (SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
2.
NAME OF DIRECTOR JC Mostert
MAJOR SUBSIDIARY COMPANY OF WHICH
I AM A DIRECTOR DigiCore Electronics (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
3.
NAME OF DIRECTOR EP Bruwer
MAJOR SUBSIDIARY COMPANY OF WHICH
I AM A DIRECTOR C-Track (SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
4.
NAME OF DIRECTOR HF Jordt
MAJOR SUBSIDIARY COMPANY OF WHICH
I AM A DIRECTOR DigiCore Fleet Management (SA) (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
5.
NAME OF DIRECTOR PJ Grove
COMPANY OF WHICH I AM A DIRECTOR Digicore Holdings Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
6.
NAME OF DIRECTOR D du Rand
MAJOR SUBSIDIARY COMPANY OF WHICH
I AM A DIRECTOR Digicore Electronics (Pty) Ltd
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 400 000
TOTAL RAND VALUE OF OPTIONS R1 220 000.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
7.
NAME OF DIRECTOR N Bofilatos
MAJOR SUBSIDIARY COMPANY OF WHICH I C-track (SA) (Pty) Ltd
AM A DIRECTOR AND GROUP COMPANY SECRETARY
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to subscribe for ordinary
shares in the Company
DATE OF AWARD 5 March 2015
DATE OF ACCEPTANCE 5 March 2015
OPTION STRIKE PRICE (CENTS) 305
NUMBER OF OPTIONS AWARDED 150 000
TOTAL RAND VALUE OF OPTIONS R457 500.00
STRIKE DATES OF OPTIONS* 20% from 5 March 2016
40% from 5 March 2017
70% from 5 March 2018
100% from 5 March 2019
PERIOD OF EXERCISE Participants have a 10 year period from
the respective strike dates during which
options can be exercised, after vesting.
NATURE AND EXTENT OF INTEREST IN
TRANSACTION Direct beneficial
NATURE OF TRANSACTION Acceptance of options to subscribe for
ordinary shares in terms of a share
incentive scheme (off-market transaction)
CLEARANCE OBTAINED Yes
* Options granted under the Scheme and accepted by the 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 of the Scheme 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.
6 March 2015
Centurion
Sponsor
PSG Capital (Proprietary) Limited
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