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Exercise and annual award of options, dealing in shares by directors and associates, s45(5) notice
Curro Holdings Limited
Incorporated in the Republic of South Africa
(Registration number: 1998/025801/06)
JSE Share Code: COH
ISIN: ZAE000156253
(“Curro” or “the Company”)
EXERCISE OF OPTIONS BY DIRECTORS AND ANNUAL AWARD OF OPTIONS TO DIRECTORS
AND COMPANY SECRETARY IN TERMS OF THE CURRO HOLDINGS LIMITED SHARE
INCENTIVE TRUST, DEALING IN CURRO HOLDINGS LIMITED SHARES BY DIRECTORS AND
THEIR ASSOCIATES AND NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT
A) EXERCISE OF OPTIONS BY DIRECTORS IN TERMS OF THE CURRO HOLDINGS
LIMITED SHARE INCENTIVE TRUST AND DEALING IN CURRO HOLDINGS LIMITED
SHARES BY DIRECTORS AND THEIR ASSOCIATES
In compliance with rules 3.63 to 3.74 of the JSE Limited Listings
Requirements, the following information is disclosed:
1.
NAME OF DIRECTOR CR van der Merwe
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Shares
CLASS OF SECURITIES Ordinary
DATE OF TRANSACTION 16 October 2015 (1),(2),(3),(4)
OPTION STRIKE PRICE / PRICE PER R4.59 (1)
SHARE R15.32 (2)
R18.71 (3)
R37.00 (4)
NUMBER OF OPTIONS EXERCISED / 210 792 (1)
NUMBER OF SHARES DISPOSED OF 46 889 (2)
100 394 (3)
358 075 (4)
TOTAL RAND VALUE OF OPTIONS / R967 535.28 (1)
TOTAL RAND VALUE OF SHARES R718 339.48 (2)
R1 878 371.74 (3)
DISPOSED OF R13 248 775.00 (4)
STRIKE DATE OF OPTIONS 28 September 2015
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acquisition of shares in Curro
Holdings Limited through the exercise
of options (Off-market transaction)
(1),(2),(3)
Disposal of shares (On-market
transaction) (4)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct, beneficial
CLEARANCE OBTAINED Yes
2.
NAME OF DIRECTOR AJF Greyling
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Shares
CLASS OF SECURITIES Ordinary
DATE OF TRANSACTION 16 October 2015 (1),(2),(3),(4)
20 October 2015 (5)
(5)
OPTION STRIKE PRICE / PRICE PER R4.59 (1)
SHARE / DEEMED PRICE PER SHARE R15.32 (2)
R18.71 (3)
R37.00 (4)
R35.42 (5)
NUMBER OF OPTIONS EXERCISED / 180 229 (1)
NUMBER OF SHARES DISPOSED OF 35 631 (2)
59 300 (3)
175 160 (4)
40 000 (5)
TOTAL RAND VALUE OF OPTIONS / R827 251.11 (1)
TOTAL RAND VALUE OF SHARES R545 866.92 (2)
R1 109 503.00 (3)
DISPOSED OF R6 480 920.00 (4)
R1 416 800.00 (5)
STRIKE DATE OF OPTIONS 28 September 2015
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NAME OF ASSOCIATE Greyling Familietrust
RELATIONSHIP WITH DIRECTOR Trustee and beneficiary
NATURE OF TRANSACTION Acquisition of shares in Curro
Holdings Limited through the exercise
of options (Off-market transaction)
(1),(2),(3)
Disposal of shares (On-market
transaction) (4)
Distribution to beneficiaries of the
Greyling Familietrust/ Distribution
to family members of the AJF Greyling
(Off-market
transaction) (5)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Indirect, beneficial
CLEARANCE OBTAINED Yes
3.
NAME OF DIRECTOR B van der Linde
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Shares
CLASS OF SECURITIES Ordinary
DATE OF TRANSACTION 16 October 2015 (1),(2),(3)
R4.59 (1)
R15.32 (2)
OPTION STRIKE PRICE R18.71 (3)
NUMBER OF OPTIONS EXERCISED 102 346 (1)
23 807 (2)
42 981 (3)
TOTAL RAND VALUE OF OPTIONS R469 768.14 (1)
R364 723.24 (2)
R804 174.51 (3)
STRIKE DATE OF OPTIONS 28 September 2015
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NAME OF ASSOCIATE Die Waterweg Trust
RELATIONSHIP WITH DIRECTOR Trustee and beneficiary
NATURE OF TRANSACTION Acquisition of shares in Curro
Holdings Limited through the exercise
of options (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct, beneficial
CLEARANCE OBTAINED Yes
4.
NAME OF DIRECTOR HG Louw
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Shares
CLASS OF SECURITIES Ordinary
DATE OF TRANSACTION 16 October 2015 (1),(2),(3),(4)
OPTION STRIKE PRICE R4.59 (1)
R15.32 (2)
R18.71 (3)
R37.00 (4)
NUMBER OF OPTIONS EXERCISED / 122 934 (1)
NUMBER OF SHARES DISPOSED OF 24 887 (2)
45 728 (3)
193 549 (4)
TOTAL RAND VALUE OF OPTIONS / R564 267.06 (1)
TOTAL RAND VALUE OF SHARES R381 268.84 (2)
R855 570.88 (3)
R7 161 313.00 (4)
STRIKE DATE OF OPTIONS 28 September 2015
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acquisition of shares in Curro
Holdings Limited through the exercise
of options (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct, beneficial
CLEARANCE OBTAINED Yes
B) AWARDING AND ACCEPTANCE OF OPTIONS BY DIRECTORS AND COMPANY SECRETARY
IN TERMS OF THE CURRO HOLDINGS LIMITED SHARE INCENTIVE 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 Chris van der Merwe
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary
shares in the share capital of Curro
Holdings Limited
DATE OF TRANSACTION 28 September 2015
OPTION STRIKE PRICE (CENTS) R35.42
NUMBER OF OPTIONS ALLOCATED 197 200
TOTAL RAND VALUE OF OPTIONS R6 984 824.00
DATE OF SHARE OPTION ACCEPTANCE 28 September 2015
STRIKE DATE OF OPTIONS 28 September 2017, 28 September 2018,
28 September 2019, 28 September 2020*
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acceptance of options to subscribe
for ordinary shares in terms of a
share incentive scheme (off-market
transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct beneficial
CLEARANCE OBTAINED Yes
2.
NAME OF DIRECTOR Andries Greyling
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary
shares in the share capital of Curro
Holdings Limited
DATE OF TRANSACTION 28 September 2015
OPTION STRIKE PRICE (CENTS) R35.42
NUMBER OF OPTIONS ALLOCATED 120 600
TOTAL RAND VALUE OF OPTIONS R4 271 652.00
DATE OF SHARE OPTION ACCEPTANCE 19 October 2015 2015
STRIKE DATE OF OPTIONS 28 September 2017, 28 September 2018,
28 September 2019, 28 September 2020*
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acceptance of options to subscribe
for ordinary shares in terms of a
share incentive scheme (off-market
transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct beneficial
CLEARANCE OBTAINED Yes
3.
NAME OF DIRECTOR Bernardt van der Linde
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary
shares in the share capital of Curro
Holdings Limited
DATE OF TRANSACTION 28 September 2015
OPTION STRIKE PRICE (CENTS) R35.42
NUMBER OF OPTIONS ALLOCATED 84 700
TOTAL RAND VALUE OF OPTIONS R3 000 074.00
DATE OF SHARE OPTION ACCEPTANCE 21 October 2015
STRIKE DATE OF OPTIONS 28 September 2017, 28 September 2018,
28 September 2019, 28 September 2020*
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acceptance of options to subscribe
for ordinary shares in terms of a
share incentive scheme (off-market
transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct beneficial
CLEARANCE OBTAINED Yes
4.
NAME OF DIRECTOR Hennie Louw
COMPANY OF WHICH I AM A DIRECTOR Curro Holdings Limited
STATUS:EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary
shares in the share capital of Curro
Holdings Limited
DATE OF TRANSACTION 28 September 2015
OPTION STRIKE PRICE (CENTS) R35.42
NUMBER OF OPTIONS ALLOCATED 87 300
TOTAL RAND VALUE OF OPTIONS R3 092 166.00
DATE OF SHARE OPTION ACCEPTANCE 16 October 2015
STRIKE DATE OF OPTIONS 28 September 2017, 28 September 2018,
28 September 2019, 28 September 2020*
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acceptance of options to subscribe
for ordinary shares in terms of a
share incentive scheme (off-market
transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct beneficial
CLEARANCE OBTAINED Yes
5.
NAME OF COMPANY SECRETARY Ronell van Rensburg
COMPANY OF WHICH I AM COMPANY Curro Holdings Limited
SECRETARY
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE OF SECURITIES Options to subscribe for ordinary
shares in the share capital of Curro
Holdings Limited
DATE OF TRANSACTION 28 September 2015
OPTION STRIKE PRICE (CENTS) R35.42
NUMBER OF OPTIONS ALLOCATED 52 400
TOTAL RAND VALUE OF OPTIONS R1 856 008.00
DATE OF SHARE OPTION ACCEPTANCE 19 October 2015
STRIKE DATE OF OPTIONS 28 September 2017, 28 September 2018,
28 September 2019, 28 September 2020*
PERIOD OF EXERCISE Participants have a 30 day period
from the strike date during which
options can be exercised
NATURE OF TRANSACTION Acceptance of options to subscribe
for ordinary shares in terms of a
share incentive scheme (off-market
transaction)
NATURE AND EXTENT OF INTEREST IN
THE TRANSACTION Direct beneficial
CLEARANCE OBTAINED Yes
*The options will vest in 4 tranches of 25% each on the strike dates
specified above.
C) NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT, NO 71 OF 2008
Notice is hereby given in terms of section 45(5) of the Companies Act,
No 71 of 2008 (“Act”) as required by the Act that the board of
directors of the Company (“the Board”) has resolved to provide
financial assistance to the Curro Holdings Limited Share Incentive
Trust in terms of section 45(2) of the Act, pursuant to the authority
granted to the Board by the shareholders at the annual general meeting
of the Company held on Friday, 19 June 2015, which financial
assistance is less than1/10 of 1% (therefore less than 1%) of the
Company’s net worth. The primary source of the approved financial
assistance is Curro’s current cash on hand. In accordance with section
45 of the Act, the Board is satisfied and acknowledges that
immediately after providing such financial assistance, Curro would
satisfy the solvency and liquidity test provided for in section 4 of
the Act and that the terms of the financial assistance are fair and
reasonable to Curro.
Durbanville
21 October 2015
Sponsor
PSG Capital
Date: 21/10/2015 05:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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