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TRANSACTION CAPITAL LIMITED - Dealings in securities

Release Date: 11/11/2016 09:50
Code(s): TCP     PDF:  
Wrap Text
Dealings in securities

Transaction Capital Limited
(Incorporated in the Republic of South Africa)
Registration number: 2002/031730/06
JSE share code: TCP
ISIN: ZAE000167391
(“the company”)


DEALINGS IN SECURITIES

Shareholders of Transaction Capital ("Shareholders") are referred to the terms announcement relating
to the restructure of shareholding in the company and specific issue of shares for cash released on
the Stock Exchange News Service ("SENS") of the JSE Limited ("JSE") on Thursday, 1 September
2016, the distribution of circular incorporating notice of general meeting announcement released on
SENS on Wednesday, 21 September 2016, the results of general meeting announcement released on
SENS on Thursday, 20 October 2016 and the Takeover Regulation Panel granting a ruling on the
waiver of the requirement to make a mandatory offer announcement released on SENS on 28
October 2016.

In compliance with paragraphs 3.63 to 3.74 of the JSE Listings Requirements, the following
information is disclosed.

Name of director:                           Jonathan Michael Jawno
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market disposal and acquisition of company ordinary
                                            shares
Nature and extent of director’s interest:   Indirect, non-beneficial – disposal of company ordinary
                                            shares by Kimberley Investment Trust of which the
                                            director is one of the trustees and a discretionary
                                            beneficiary to JMR Holdings Proprietary Limited (“JMRH”),
                                            a company in which that trust has a one-third interest, in
                                            exchange for further ordinary shares in JMRH.
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       82 207 393
Price per share:                            R13.50
Value:                                      R1 109 799 805.50

Name of director:                           Michael Paul Mendelowitz
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market disposal and acquisition of company ordinary
                                            shares
Nature and extent of director’s interest:   Indirect, non-beneficial – disposal of company ordinary
                                            shares by Rutland Trust of which the director is one of the
                                            trustees and a discretionary beneficiary to JMRH, a
                                            company in which that trust has a one-third interest, in
                                            exchange for further ordinary shares in JMRH.
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       82 207 393
Price per share:                            R13.50
Value:                                      R1 109 799 805.50

Name of director:                           Roberto Rossi
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market disposal and acquisition of company ordinary
                                            shares
Nature and extent of director’s interest:   Indirect, non-beneficial – disposal of company ordinary
                                            shares by Sugar Tube Trust of which the director is one of
                                            the trustees and a discretionary beneficiary to JMRH, a
                                            company in which that trust has a one-third interest, in
                                            exchange for further ordinary shares in JMRH.
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       82 207 393
Price per share:                            R13.50
Value:                                      R1 109 799 805.50

Name of director:                           Jonathan Michael Jawno
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market, specific issue for cash by the company of
                                            ordinary shares
Nature and extent of director’s interest:   Indirect, non-beneficial – subscription by JMRH for
                                            3 377 821 ordinary shares in the company at R11.65 per
                                            share. The Kimberley Investment Trust of which the
                                            director is one of the trustees and a discretionary
                                            beneficiary has a one third interest in JMRH.
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       1 125 940.33
Price per share:                            R11.65
Value                                       R13 117 204.88

Name of director:                           Michael Paul Mendelowitz
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market, specific issue for cash by the company of
                                            ordinary shares
Nature and extent of director’s interest:   Indirect, non-beneficial – subscription by JMRH for
                                            3 377 821 ordinary shares in the company at R11.65 per
                                            share. The Rutland Trust of which the director is one of the
                                            trustees and a discretionary beneficiary has a one third
                                            interest in JMRH.
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       1 125 940.33
Price per share:                            R11.65
Value:                                      R13 117 204.88
Name of director:                           Roberto Rossi
Name of company:                            Transaction Capital Limited
Nature & class:                             Off market, specific issue for cash by the company of
                                            ordinary shares
Nature and extent of director’s interest:   Indirect, non-beneficial – subscription by JMRH for
                                            3 377 821 ordinary shares in the company at R11.65 per
                                            share. The Sugar Tube Trust of which the director is one of
                                            the trustees and a discretionary beneficiary has a one third
                                            interest in JMRH
Clearance obtained to deal:                 Yes
Date of transaction:                        11 November 2016
Number of securities:                       1 125 940.34
Price per share:                            R11.65
Value:                                      R13 117 204.88

The shareholding of JMRH in the company now comprises 250 million ordinary shares (approximating
43.48% of the issued share capital) and constitutes JMRH as the largest single shareholder, and
shareholder of reference of the company.

Shareholders are advised that all conditions precedent in relation to the transactions detailed in the
abovementioned SENS announcements have been fulfilled and that the transaction has become
unconditional.

Dunkeld West
11 November 2016

Enquiries:
Phillipe Welthagen - Investor Relations
Telephone: +27 (0) 11 049 6700

Sponsor:
Deutsche Securities (SA) Proprietary Limited

Date: 11/11/2016 09:50:00 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.

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