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DSY - Discovery Holdings Limited - Dealings in securities by directors Discovery Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1999/007789/06 Share code: DSY ISIN: ZAE000022331 ("Discovery") DEALINGS IN SECURITIES BY DIRECTORS In compliance with the JSE Limited Listings Requirements, the following information is disclosed: Mr. Gore and Mr. Swartzberg have entered into hedging transactions over a portion of their respective holdings in Discovery shares. The transactions have been entered into in order to manage the risk on debt that was previously raised in order for them to acquire Discovery shares during the Discovery rights issue of July 2003, and at the time of the unbundling of Discovery shares by FirstRand in November 2007. The necessity for these transactions arose from the recently-announced intention of Discovery to acquire 24.99% of Ping An Health of China. Ping An Group required both Mr. Gore and Mr. Swartzberg`s commitment to the future development of Discovery, which manifested in a requirement that each maintain their holdings of Discovery shares at a specified level over the next three years. Due to this, it was felt prudent to place a zero-cost collar around the leveraged shares so that Mr. Gore and Mr. Swartzberg`s holdings of Discovery shares could be substantially retained without undue risk. In addition, to further mitigate his debt risk, Mr. Gore disposed of a portion of his shareholding in order to clear short-term debt. The shares subject to the collar amount to 22% (12.12 million shares) and 15% (4.26 million shares) of Mr. Gore and Mr. Swartzberg`s holdings of Discovery shares respectively. Given the announcement of the Ping An Health transaction on 1 December 2009, and the commencement of Discovery`s closed period on 1 January 2010, the trades referred to below could only be implemented during the month of December 2009. Director : Adrian Gore Date of transaction : 29 December 2009 Class of shares : Options over Discovery ordinary shares
Nature of interest : Indirect beneficial Nature of transaction : Zero-cost collar options Number of options : 12,124,588 Clearance obtained : Yes Table of Options: Tranche Number of Expiry Duration Referenc Options e price 1 2,424,918 2-Mar-13 40 months 30.52 2 2,424,918 2-May-13 42 months 30.52 3 2,424,918 1-Jul-13 44 months 30.52 4 2,424,918 2-Sep-13 46 months 30.52 5 2,424,918 1-Nov-13 48 months 30.52 Table continues:... Tranche Put Put Call Call Strike Value Strike Value (%)* (%)*
1 96.00 29.30 158.00 48.22 2 98.00 29.91 158.00 48.22 3 100.00 30.52 158.00 48.22 4 102.00 31.13 158.00 48.22 5 104.00 31.74 158.00 48.22 *Percentage of spot reference price Director : Barry Swartzberg Date of transaction : 29 December 2009 Class of shares : Options over Discovery ordinary shares Nature of interest : Indirect beneficial Nature of transaction : Zero-cost collar options Number of options : 4,259,990 Clearance obtained : Yes Table of Options: Tranche Number Expiry Duration Reference Put Put Call Call of price Strike Value Strike Value Options (%)* (%)* 1 851,998 2-Mar-13 40 30.52 96.00 29.30 158.00 48.22 months
2 851,998 2-May-13 42 30.52 98.00 29.91 158.00 48.22 months 3 851,998 1-Jul-13 44 30.52 100.00 30.52 158.00 48.22 months
4 851,998 2-Sep-13 46 30.52 102.00 31.13 158.00 48.22 months 5 851,998 1-Nov-13 48 30.52 104.00 31.74 158.00 48.22 months
*Percentage of spot reference price Director : Adrian Gore Company : Discovery Holdings Limited Date of transaction : 28 December 2009 Nature of transaction : Sale of shares Class of securities : Ordinary shares Number of shares : 800 000 Selling price : R30.52 per share Total value of sale : R24 416 000 Nature of interest : Indirect beneficial Clearance obtained : Yes Sandton 30 December 2009 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Contact details: Thys Botha Company Secretary 083 629 4509 Date: 30/12/2009 12:12:07 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
