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AFRICAN RAINBOW MINERALS LIMITED - Equity settlement of bonus shares and performance shares

Release Date: 22/10/2012 17:00
Code(s): ARI     PDF:  
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Equity settlement of bonus shares and performance shares

African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
(“ARM” or “the Company”)

Equity settlement of bonus shares and performance shares

A. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the
JSE Limited (“the Listings Requirements”), we provide the following
information regarding the equity settlement of bonus shares and performance
shares by ARM to the undermentioned directors and the company secretary of
ARM. The calculation for the equity settlement of these shares is based upon
the closing share price of R166.00 on Monday, 15 October 2012.


1. Bonus shares
Date of transaction              19 October 2012
Nature of transaction            Equity settlement of bonus shares in
                                 terms of The African Rainbow Minerals
                                 Limited 2008 Share Plan in off market
                                 transactions
Date of grant                    15 October 2009
Vesting date                     16 October 2012
Class of securities              Ordinary shares
Extent of interest               Direct, beneficial


Name          Designation               Number of   Value
                                        Bonus
                                        Shares
                                        settled     R
PT Motsepe    Executive chairman        2 919       484    554.00
MP Schmidt    Chief executive officer     385        63    910.00
M Arnold      Financial director          523        86    818.00
WM Gule       Executive director          585        97    110.00
AJ Wilkens    Executive director        2 935       487    210.00


2. Performance shares
Date of transaction              19 October 2012
Nature of transaction            Equity settlement of performance shares in
                                 terms of The African Rainbow Minerals
                                 Limited 2008 Share Plan in off market
                                 transactions
Date of award                    15 October 2009
Vesting date                     16 October 2012
Class of securities              Ordinary shares
Extent of interest               Direct, beneficial
Name          Designation               Number of     Value
                                        Performance
                                        Shares
                                        settled       R
PT Motsepe    Executive chairman        21 803        3 619   298.00
MP Schmidt    Chief executive officer    3 906          648   396.00
M Arnold      Financial director         7 306        1 212   796.00
WM Gule       Executive director         4 373          725   918.00
AJ Wilkens    Executive director        21 928        3 640   048.00
AN D’Oyley    Company secretary          3 117          517   422.00

The remuneration committee granted the necessary authority to settle these
bonus shares and performance shares in terms of paragraph 3.66 of the Listings
Requirements.

Dealings in securities by directors

B. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by the undermentioned
directors to sell shares to settle the tax payable on the settlement of bonus
shares and performance shares as described in “A” above.


   Date of transaction           19 October 2012
   Nature of transaction         On market sale of shares
   Class of securities           Ordinary shares
   Number of securities          17 675
   Selling price of securities   Average price of R170.0659 per share (with a
                                 low of R170.00 and a high of R170.11)
   Total value of transaction    R3 005 914.78
   Nature of interest            Direct, beneficial
   Clearance to deal             Yes


Name          Designation               Number of     Total value
                                        Ordinary      of
                                        shares sold   transactions
                                                      R
MP Schmidt    Chief executive officer   1   683          286 261.71
M Arnold      Financial director        3   071          522 289.20
WM Gule       Executive director        1   945          330 758.71
AJ Wilkens    Executive director        9   753        1 658 663.48
AN D’Oyley    Company secretary         1   223          207 941.68


C. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by the executive
chairman, Mr Patrice Motsepe, to transfer his shares acquired by subscription
as described in “A” above to Botho-Botho Commercial Enterprises (Pty) Limited
(“BBCE”). The entire issued share capital of BBCE is held and beneficially
owned by trusts established for the benefit of Mr Patrice Motsepe and his
immediate family (Motsepe Family Structure). The requisite clearances and
approvals for this transaction have been obtained in compliance with the
Securities Dealing Policies and Procedures of ARM.

Date of transaction                19 October 2012
Nature of transaction              Transfer of shares to the Motsepe Family
Selling price of securities        Structure with no change in beneficial
                                   ownership.
                                   Closing price of R166.00 on Monday, 15
                                   October 2012
Class of securities                Ordinary shares
Nature of interest                 Indirect, beneficial
Clearance to deal                  Yes


Name          Designation                 Number of     Total value
                                          Ordinary      of shares
                                          shares        transferred
                                          transferred   R
PT Motsepe    Executive chairman          24 722        4 103 852.00

Sandton
22 October 2012

Sponsor to ARM:
Deutsche Securities (SA) (Proprietary) Limited

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