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Dealing in Securities
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”)
DEALING IN SECURITIES
A. Equity settlement of performance shares
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 performance shares by ARM to the
undermentioned Directors, Prescribed Officer and Group Company Secretary and
Governance Officer (“Company Secretary”) of the Company, and the
undermentioned Director of Two Rivers Platinum Proprietary Limited, a major
subsidiary of the Company. 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 number of performance shares vested is based upon the closing ARM
share price of R243.91 on 16 November 2020.
1. Performance shares
Date of transaction 17 December 2020
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 16 November 2017
Vesting date for settlement 17 November 2020
Class of securities Ordinary shares
Extent of interest Direct, beneficial
1
Name Designation Number of Gross value Number of Number of Value of
performance of vested shares performance performance
shares shares at withheld shares shares
vested vesting to cover settled on a settled
date tax net of tax R
(before tax liability basis
liability)
R
PT Motsepe, Executive 237 685 57 973 748 N/A 237 685 59 124 144
Dr * Chairman
MP Schmidt Chief 142 509 34 759 370 65 580 76 929 19 136 089
Executive
Officer
M Arnold Non-executive 78 349 19 110 105 36 055 42 294 10 520 633
Director
J Magagula Executive 6 637 1 618 831 3 055 3 582 891 023
Director
HL Mkatshana Executive 50 064 12 211 110 23 039 27 025 6 722 469
Director
A Joubert Prescribed 49 705 12 123 547 22 874 26 831 6 674 211
Officer
NV Khumalo Director of 27 081 6 605 327 12 463 14 618 3 636 228
Two Rivers
Platinum
Proprietary
Limited, a
major
subsidiary of
ARM
AN D’Oyley Company 5 959 1 453 460 2 743 3 216 799 980
Secretary
The calculation of the value of the performance shares settled is based upon the
closing ARM share price on 15 December 2020, which was R248.75.
*Dr PT Motsepe has elected to pay for the tax liability from his own resources.
2. Bonus shares
Date of transaction 17 December 2020
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 award 16 November 2017
Vesting date for settlement 17 November 2020
Class of securities Ordinary shares
Extent of interest Direct, beneficial
Name Designation Number of Gross value Number of Number of Value of
bonus of vested shares bonus bonus
shares shares at withheld shares shares
vested vesting to cover settled on settled
date tax a net of R
(before tax liability tax basis
liability)
R
PT Motsepe, Executive 78 307 19 099 860 N/A 78 307 19 478 866
Dr * Chairman
MP Schmidt Chief 16 486 4 021 100 7 587 8 899 2 213 626
Executive
Officer
HL Mkatshana Executive 6 572 1 602 977 3 025 3 547 882 316
Director
The calculation of the value of the bonus shares settled is based upon the closing
ARM share price on 15 December 2020, which was R248.75.
*Dr PT Motsepe has elected to pay for the tax liability from his own resources.
The requisite clearances and approvals for these transactions have been
obtained in compliance with the Securities Dealing Policies and Procedures of
ARM and paragraph 3.66 of the Listings Requirements.
B. Transfer of shares
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 of ARM, Dr Patrice Motsepe, to transfer his shares acquired by
subscription as described in “A” above to African Rainbow Minerals &
Exploration Investments Proprietary Limited (“ARMI”). 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 Dr
Patrice Motsepe and his immediate family (“the Motsepe Family Structure”). 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 and paragraph 3.66 of the
Listings Requirements.
Date of transaction 17 December 2020
Nature of transaction Off-market transfer of shares to the
Motsepe Family Structure with no change
in beneficial ownership
Deemed price of securities Closing price of R243.91 on 16 November
transferred 2020
Class of securities Ordinary shares
Nature of interest Indirect, beneficial
Clearance to deal Yes
Name Designation Number of Ordinary Total value
shares transferred (before tax
liability) of
shares
transferred
R
PT Motsepe, Dr Executive Chairman 315 992 78 603 010
The calculation of the value of the shares transferred is based upon the closing
ARM share price on 15 December 2020, which was R248.75.
C. Sale of shares
In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, we
hereby provide the following information regarding dealings in ARM securities
by a Non-Executive Director and Company Secretary of ARM:
1. Name of director Anton Dirk Botha
Category of director Non-executive Director
Date of transaction 17 December 2020
Nature of transaction On-market sale of shares
Class of securities Ordinary shares
Number of securities 4 450 shares
Selling price of securities Volume weighted average price of R256.8911 per
share (with a low of R254.25 per share and a
high of R258.97 per share).
Value of transaction R1 143 165.40
Nature of interest Indirect, beneficial
2. Name of Company Alyson Nerene D’Oyley
Secretary
Category of executive Group Company Secretary and Governance Officer
Date of transaction 17 December 2020
Nature of transaction On-market sale of shares
Class of securities Ordinary shares
Number of securities 8 780 shares
Selling price of securities Volume weighted average price of R262.7876 per
share (with a low of R261.83 per share and a
high of R264.08 per share).
Value of transaction R2 307 274.87
Nature of interest Indirect, beneficial
The requisite clearances and approvals for these transactions have been
obtained in compliance with the Securities Dealing Policies and Procedures of
ARM and paragraph 3.66 of the Listings Requirements.
Sandton
21 December 2020
Sponsor to ARM:
Investec Bank Limited
Date: 21-12-2020 05:07:00
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