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AFRICAN RAINBOW MINERALS LIMITED - Dealings in securities by directors of ARM

Release Date: 02/12/2015 17:00
Code(s): ARI     PDF:  
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Dealings in securities by directors of ARM

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”)

Dealings in securities by directors of ARM


Equity settlement of bonus shares and performance shares

A. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the equity settlement of bonus
shares and performance shares by ARM to the undermentioned directors of ARM.
These awards were made in terms of The African Rainbow Minerals Limited 2008
Share Plan and on recommendation of the Remuneration Committee, approved by
ARM’s Board of Directors. The calculation for the equity settlement of these
shares is based upon the closing ARM share price of R55.00 on Monday, 9
November 2015.

1. Bonus shares
Date of transaction               2 December 2015
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                     9 November 2011
Vesting date                      10 November 2015
Class of securities               Ordinary shares
Extent of interest                Direct, beneficial


Name            Designation               Number of   Value
                                          Bonus
                                          Shares
                                          settled     R
PT Motsepe      Executive chairman         28 381     1 560   955.00
MP Schmidt      Chief executive officer     5 062       278   410.00
M Arnold        Financial director          8 693       478   115.00
AJ Wilkens      Executive director         24 112     1 326   160.00

2. Performance shares
Date of transaction               2 December 2015
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                     9 November 2011
Vesting date                      10 November 2015
Class of securities                Ordinary shares
Extent of interest                 Direct, beneficial


Name          Designation                 Number of     Value
                                          Performance
                                          Shares
                                          settled       R
PT Motsepe    Executive chairman           23 994       1 319 670.00
MP Schmidt    Chief executive officer      20 260       1 114 300.00
M Arnold      Financial director           10 125         556 875.00
AJ Wilkens    Executive director           25 278       1 390 290.00

The Board of Directors of ARM, on the recommendation of 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.


Transfer of shares

B. 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 African Rainbow Minerals & Exploration
Investments Proprietary Limited (“ARMI”). All the shares of ARMI are
indirectly held and beneficially owned by trusts, which trusts, with the
exception of the Motsepe Foundation, hold those shares for the benefit of Mr
Patrice Motsepe and his immediate family. The Motsepe Foundation applies the
benefits emanating from its indirect shareholding in ARMI for philanthropic
purposes. 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                2 December 2015
Nature of transaction              Transfer of shares to the Motsepe Family
                                   Structure with no change in beneficial
                                   ownership.
Deemed price of securities         Closing price of R55.00 on Monday, 9
transferred                        November 2015
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            52 375      2 880 625.00
C. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by Mr Wilkens, to
transfer his shares acquired by subscription as described in “A” above to
Jeandre Investment Trust (“JIT”). All the shares of JIT are held for the
benefit of Mr Wilkens and his immediate family. 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                2 December 2015
Nature of transaction              Transfer of shares to Jeandre Investment
                                   Trust with no change in beneficial ownership
Deemed price of securities         Closing price of R55.00 on Monday, 9
transferred                        November 2015
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
AJ Wilkens    Executive director           49 390      2 716 450.00



D. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by Mr Schmidt, to
transfer his shares acquired by subscription as described in “A” above to
Ialend – Mike Schmidt Family Trust (“MSF”). All the shares of MSF are held
for the benefit of Mr Schmidt and his immediate family. 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                2 December 2015
Nature of transaction              Transfer of shares to Ialend – Mike Schmidt
                                   Family Trust with no change in beneficial
                                   ownership
Deemed price of securities         Closing price of R55.00 on Monday, 9
transferred                        November 2015
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
MP Schmidt    Chief executive officer    25 322       1 392 710.00


The Board of Directors of ARM, on the recommendation of 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.

Sandton
2 December 2015

Sponsor to ARM:
Deutsche Securities (SA) Proprietary Limited

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