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METAIR INVESTMENTS LIMITED - Dealings in securities

Release Date: 03/04/2019 16:45
Code(s): MTA     PDF:  
Wrap Text
Dealings in securities

METAIR INVESTMENTS LIMITED
(Reg No. 1948/031013/06)
(Incorporated in the Republic of South Africa)
Share code : MTA
ISIN code : ZAE000090692
(“Metair” or the “Company”)

DEALINGS IN SECURITIES

In accordance with the requirements of paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements (“Listings
Requirements”), the following transactions by directors of Metair and its major subsidiaries and the company secretary
(“Participants”) are hereby disclosed.

1. ALLOCATION OF PERFORMANCE SHARES

The terms and conditions of the performance shares (“PS”) are:

 Date of award                                                 3 April 2019
 Number of PS awarded to Participants                          180 355
 Price paid per PS                                             Nil
 Total value of transaction                                    Nil
 Allocation price per PS                                       R22.20 being the closing price on 2 April 2019
 Class of securities                                           Ordinary shares
 Nature of transaction                                         Acceptance of PS
 Vesting date                                                  3 April 2022
 Vesting period                                                PS vest on the third anniversary of the award date to the
                                                               extent that the Company’s performance criteria during the
                                                               intervening period has been met.
 Transaction completed on market                               No
 Clearance obtained in terms of paragraph 3.66 of the Listings Yes
 Requirements

The details of the allocation of the PS per Participant are set out below. The nature of the interest of all Participants is direct
beneficial.

                                                                                                                 Deemed value of PS
Director                           Company name                                   No. of PS accepted                         (Rand)

Mr A. Lulsdorf                     Mutlu Holding Anonim Sirketi                               22 297                        494 993
Mr T. Tulgar                       Mutlu Holding Anonim Sirketi                                5 675                        125 985
Mr M. Bukagikiran                  Mutlu Holding Anonim Sirketi                                5 845                        129 759
Ms S. Emiroglu                     Mutlu Holding Anonim Sirketi                                4 959                        110 090
Mr H. Demir                        Mutlu Holding Anonim Sirketi                                5 788                        128 494
Mr Y. Kaptan                       Mutlu Holding Anonim Sirketi                                7 869                        174 692
Mr H. Okur                         Mutlu Holding Anonim Sirketi                                6 408                        142 258
Mr V. Kizil                        Mutlu Holding Anonim Sirketi                                5 257                        116 705
Mr D. Seker                        Mutlu Holding Anonim Sirketi                                6 183                        137 263
Mr C.T. Loock                      Metair                                                     62 615                      1 390 053
Mr S. Douwenga                     Metair                                                     29 247                        649 283
Mr A. Jogia                        Metair                                                      8 516                        189 055
Ms S.M. Vermaak                    Metair                                                      9 696                        215 251

2. EXERCISE, VESTING AND SALE OF PERFORMANCE SHARES

On 1 April 2016, Metair ordinary shares (“Shares”) were conditionally granted (“Performance Shares”) to certain
Participants, in accordance with the Metair Investments Limited 2009 Share Plan. These Performance Shares have vested
and have been exercised by the Participants pursuant to which the Participants received Shares at no cost, as per the table
below. The nature of the interest of the Participants is direct beneficial.

 DETAILS OF EXERCISE AND VESTING OF
 PERFORMANCE SHARES
 
 Total number of Shares exercised/settled                      117 620
 Deemed value of Performance Shares on exercise                R2 692 321.80 at a price of R22.89, being the closing price
                                                               on 29 March 2019
 Class of Securities                                           Ordinary shares
 Nature of transaction                                         Settlement of Performance Shares
 Date of Award                                                 1 April 2016
 Date of Performance Shares exercised/settled                  1 April 2019
 Vesting period                                                Performance Shares vest on the third anniversary of the
                                                               award date to the extent that the Company’s performance
                                                               criteria during the intervening period has been met.
 Clearance obtained in terms of paragraph 3.66 of the Listings Yes
 Requirements

In order to facilitate the disposal of these Shares received by the Participants in an orderly fashion, the Participants have
entered into a pooled sale in terms of which the Participant’s Shares were disposed through a single arranged on-market
trade on 1 April 2019, as per the table below:

 DETAILS OF SALE OF SHARES

 Date of transaction                                             1 April 2019
 Nature of transaction                                           On-market sale of shares
 Class of Share                                                  Ordinary shares
 Price per Share                                                 R22.6072
 Total number of Shares sold                                     98 436
 Total value of Shares sold                                      R2 225 352.50
 Clearance obtained in terms of paragraph 3.66 of the Listings   Yes
 Requirements

Details of the exercise of the Performance Shares, the related receipt of Shares and sale of Shares per Participant are tabled
below:

 Director             Company                     No. of               Deemed value of    No. of Shares     Value of Shares
                      Name                        Performance          Performance        sold              sold (Rand)
                                                  Shares exercised     Shares (Rand)

                   Mutlu Holding                      4 077            93 322.53          4 077             92 169.55
 Mr T. Tulgar      Anonim Sirketi
                   
                   Mutlu Holding                      4 315            98 770.35          4 315             97 550.07
 Mr M. Bukagikiran Anonim Sirketi
                    
                   Mutlu Holding                      4 245            97 168.05          4 245             95 967.56
 Mr H. Demir       Anonim Sirketi

 Mr Y. Kaptan      Mutlu Holding                      5 451           124 773.39          5 451            123 231.85
                   Anonim Sirekti
                    
 Mr H. Okur        Mutlu Holding                      4 581           104 859.09          4 581            103 563.58
                   Anonim Sirketi

 Mr C.T. Loock     Metair                            53 654         1 228 140.06         53 654          1 212 966.71
 
 Mr S. Douwenga    Metair                            26 097           597 360.33         13 049            295 001.35
 
 Mr A. Jogia       Metair                             7 317           167 486.13          5 122            115 794.08
 
 Ms S.M. Vermaak   Metair                             7 883           180 441.87          3 942             89 117.58

3. EXERCISE AND VESTING OF RETENTION BONUS SHARES

On 1 April 2016, Shares were conditionally granted (“Bonus Shares”), to Mr Loock in accordance with the Metair Investments
Limited 2009 Share Plan. The Bonus Shares have vested and have been exercised by Mr Loock pursuant to which Mr Loock
received Shares at no cost, as per the table below. The nature of the interest of Mr Loock is direct beneficial.

 DETAILS OF EXERCISE AND VESTING OF BONUS
 SHARES
 
 Total number of Shares exercised/settled                      800 000
 Deemed value of Bonus Shares on exercise                      R18 312 000 at a price of R22.89 per Share, being the
                                                               closing price on 29 March 2019
 Class of Securities                                           Ordinary shares
 Nature of transaction                                         Settlement of Bonus Shares
 Date of Award                                                 1 April 2016
 Date of Bonus Shares exercised/settled                        1 April 2019
 Vesting period                                                Bonus Shares vest on the third anniversary of the award
                                                               date.
 Clearance obtained in terms of paragraph 3.66 of the Listings Yes
 Requirements

4. SALE OF SHARES BY A DIRECTOR

Metair Shareholders are further advised that Mr Loock sold Shares, as per the table below. The nature of the interest of
Mr Loock is direct beneficial.

 DETAILS OF SALE OF SHARES
 Date of transaction                                             1 April 2019
 Nature of transaction                                           On-market sale of shares
 Class of Share                                                  Ordinary shares
 Price per Share                                                 R22.6072
 Total number of Shares sold                                     130 846
 Total value of Shares sold                                      R2 958 061.69
 Clearance obtained in terms of paragraph 3.66 of the Listings   Yes
 Requirements and in accordance with the Company’s
 Remuneration Policy

Johannesburg
3 April 2019

Sponsor
One Capital

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