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PSG GROUP LIMITED - Dealing In Securities By The PSG Group Limited SIT And The Exercise And Acceptance Of Options

Release Date: 01/03/2017 16:55
Code(s): PSG     PDF:  
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Dealing In Securities By The PSG Group Limited SIT And The Exercise And Acceptance Of Options

PSG Group Limited
Incorporated in the Republic of South Africa
Registration number: 1970/008484/06
JSE Limited (“JSE”) share code: PSG
ISIN code: ZAE000013017
(“PSG Group”)

DEALING IN SECURITIES BY THE PSG GROUP LIMITED SUPPLEMENTARY SHARE
INCENTIVE TRUST (“SIT”) AND THE EXERCISE AND ACCEPTANCE OF OPTIONS BY
DIRECTORS IN TERMS OF THE SIT

A) DEALING IN SECURITIES

In compliance with Schedule 14.9 and Rules 3.63 to 3.74 of the JSE
Listings Requirements, the following information relating to a dealing in
PSG Group securities by the SIT is disclosed:

 SHARE INCENTIVE TRUST         PSG Group Limited Supplementary Share
                               Incentive Trust
 TYPE OF SECURITIES            Shares
 CLASS OF SECURITIES           Ordinary
 DATE OF TRANSACTION           27 February 2017
 RAND PER SHARE                R231.78 (PSG Group’s 30-day volume
                               weighted average traded price at 20
                               February 2017)
 NUMBER OF SECURITIES          670 855
 TRANSACTED
 TOTAL RAND VALUE OF           R155 490 771.90
 SECURITIES
 NATURE OF TRANSACTION         Subscription by the SIT for PSG Group
                               shares to enable it to comply with its
                               obligations in terms of the share
                               incentive scheme (Off-market transaction)

Clearance to deal in these securities was obtained in accordance with Rule
3.66 of the JSE Listings Requirements.

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

B) EXERCISE OF OPTIONS BY DIRECTORS

The following share options were exercised in terms of the SIT:


1.
  NAME OF DIRECTOR             PJ Mouton
  COMPANY OF WHICH I AM A      PSG Group Limited
  DIRECTOR
  STATUS: EXECUTIVE/NON-       Executive
  EXECUTIVE
  TYPE OF SECURITIES           Shares
  CLASS OF SECURITIES          Ordinary
  DATE OF TRANSACTION          28 February 2017
  OPTION STRIKE PRICE          R47.39                             (1)
                               R61.50                            (2)
                               R83.23                            (3)
                               R136.84                           (4)
 NUMBER OF OPTIONS EXERCISED   28 209                            (1)
                               32 263                            (2)
                               165 471                           (3)
                               18 673                            (4)
 TOTAL RAND VALUE OF OPTIONS   R1 336 824.51                     (1)
                               R1 984 174.50                     (2)
                               R13 772 151.33                    (3)
                               R2 555 213.32                     (4)
 STRIKE (EXERCISE) DATE OF     28 February 2017                  (1) – (4)
 OPTIONS
 PERIOD OF EXERCISE            Participants have a 90-day        (1) – (4)
                               period from the vesting date
                               during which options can be
                               exercised
 NAME OF ASSOCIATE             Jufrapi Investments Proprietary
                               Limited
 RELATIONSHIP WITH DIRECTOR    Director is a director of the
                               associate and a trustee and
                               beneficiary of the sole
                               shareholder of the associate
 NATURE OF TRANSACTION         Acquisition of shares in PSG
                               Group through the exercise of
                               options (Off-market
                               transaction)
 NATURE AND EXTENT OF          Indirect, Beneficial
 INTEREST IN THE TRANSACTION
 CLEARANCE OBTAINED            Yes


2.
  NAME OF DIRECTOR             WL Greeff
  COMPANY OF WHICH I AM A      PSG Group Limited
  DIRECTOR
  STATUS: EXECUTIVE/NON-       Executive
  EXECUTIVE
  TYPE OF SECURITIES           Shares
  CLASS OF SECURITIES          Ordinary
  DATE OF TRANSACTION          28 February 2017
  OPTION STRIKE PRICE          R47.39                            (1)
                               R61.50                            (2)
                               R83.23                            (3)
                               R136.84                           (4)
 NUMBER OF OPTIONS EXERCISED   22 678                            (1)
                               26 045                            (2)
                               150 357                           (3)
                               14 352                            (4)
 TOTAL RAND VALUE OF OPTIONS   R1 074 710.42                     (1)
                               R1 601 767.50                     (2)
                               R12 514 213.11                    (3)
                               R1 963 927.68                     (4)
 STRIKE (EXERCISE) DATE OF     28 February 2017                  (1) – (4)
 OPTIONS
 PERIOD OF EXERCISE            Participants have a 90-day        (1) – (4)
                               period from the vesting date
                               during which options can be
                               exercised
 NAME OF ASSOCIATE             Pinot Investments Proprietary
                               Limited
 RELATIONSHIP WITH DIRECTOR    Director is a director of and
                               shareholder in the associate
                               and a trustee and beneficiary
                               of the majority shareholder of
                               the associate
 NATURE OF TRANSACTION         Acquisition of shares in PSG
                               Group through the exercise of
                               options (Off-market
                               transaction)
 NATURE AND EXTENT OF          Indirect, Beneficial
 INTEREST IN THE TRANSACTION
 CLEARANCE OBTAINED            Yes


3.
  NAME OF DIRECTOR             JA Holtzhausen
  COMPANY OF WHICH I AM A      PSG Group Limited
  DIRECTOR
  STATUS: EXECUTIVE/NON-       Executive
  EXECUTIVE
  TYPE OF SECURITIES           Shares
  CLASS OF SECURITIES          Ordinary
  DATE OF TRANSACTION          28 February 2017
  OPTION STRIKE PRICE          R47.39                           (1)
                               R61.50                           (2)
                               R83.23                           (3)
                               R136.84                          (4)
 NUMBER OF OPTIONS EXERCISED   24 947                           (1)
                               25 885                           (2)
                               150 561                          (3)
                               14 747                           (4)
 TOTAL RAND VALUE OF OPTIONS   R1 182 238.33                    (1)
                               R1 591 927.50                    (2)
                               R12 531 192.03                   (3)
                               R2 017 979.48                    (4)
 STRIKE (EXERCISE) DATE OF     28 February 2017                 (1) – (4)
 OPTIONS
 PERIOD OF EXERCISE            Participants have a 90-day       (1) – (4)
                               period from the vesting date
                               during which options can be
                               exercised
 NATURE OF TRANSACTION         Acquisition of shares in PSG
                               Group through the exercise of
                               options (Off-market
                               transaction)
 NATURE AND EXTENT OF          Direct, Beneficial
 INTEREST IN THE TRANSACTION
 CLEARANCE OBTAINED            Yes


4.
  NAME OF DIRECTOR             JF Mouton
  COMPANY OF WHICH I AM A      PSG Group Limited
  DIRECTOR
  STATUS: EXECUTIVE/NON-       Non-executive
  EXECUTIVE
  TYPE OF SECURITIES           Shares
  CLASS OF SECURITIES          Ordinary
  DATE OF TRANSACTION          28 February 2017
  OPTION STRIKE PRICE          R47.39                           (1)
                               R61.50                           (2)
                               R83.23                           (3)
                               R136.84                          (4)
 NUMBER OF OPTIONS EXERCISED   51 014                           (1)
                               42 791                           (2)
                               160 956                          (3)
                               23 734                           (4)
 TOTAL RAND VALUE OF OPTIONS   R2 417 553.46                    (1)
                               R2 631 646.50                    (2)
                               R13 396 367.88                   (3)
                               R3 247 760.56                    (4)
 STRIKE (EXERCISE) DATE OF     28 February 2017                 (1) – (4)
 OPTIONS
 PERIOD OF EXERCISE            Participants have a 90-day       (1) – (4)
                               period from the vesting date
                               during which options can be
                               exercised
 NAME OF ASSOCIATE             Dana Beleggings Proprietary
                               Limited
 RELATIONSHIP WITH DIRECTOR    Director is a director of and
                               shareholder in the associate
                               and a trustee and beneficiary
                               of the majority shareholder of
                               the associate
 NATURE OF TRANSACTION         Acquisition of shares in PSG
                               Group through the exercise of
                               options (Off-market
                               transaction)
 NATURE AND EXTENT OF          Indirect, Beneficial
 INTEREST IN THE TRANSACTION
 CLEARANCE OBTAINED            Yes

Clearance to deal in these shares was obtained in accordance with Rule
3.66 of the JSE Listings Requirements.

C) ACCEPTANCE OF OPTIONS BY A DIRECTOR

The following share option award was accepted in terms of the SIT:

 NAME OF DIRECTOR              PJ Mouton
 COMPANY OF WHICH I AM A       PSG Group Limited
 DIRECTOR
 STATUS: EXECUTIVE/NON-        Executive
 EXECUTIVE
 TYPE AND CLASS OF SECURITIES  Share options to acquire
                               ordinary shares
 DATE OF AWARD                 28 February 2017
 DATE OF ACCEPTANCE            28 February 2017
 OPTION STRIKE PRICE           R237.31 (PSG Group’s 30-day
                               volume weighted average traded
                               price at 28 February 2017)
 NUMBER OF OPTIONS ACCEPTED    84 203
 TOTAL RAND VALUE OF OPTIONS   R19 982 213.93
 VESTING DATE OF OPTIONS       Vesting in tranches of 25% each
                               on the 2nd, 3rd, 4th and 5th
                               anniversary of the award
 NATURE OF TRANSACTION         Acceptance of award of options
                               to acquire ordinary shares in
                               terms of a share incentive
                               scheme
 NATURE AND EXTENT OF          Direct, Beneficial
 INTEREST IN THE TRANSACTION
 CLEARANCE OBTAINED            Yes

Clearance to accept this share option award was obtained in accordance
with Rule 3.66 of the JSE Listings Requirements.

Stellenbosch
1 March 2017

Sponsor
PSG Capital

Date: 01/03/2017 04:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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