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Directors 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”)
DIRECTORS 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 former directors of Metair and its major subsidiary (“Participants”), are hereby
disclosed.
1. VESTING AND EXERCISE OF PERFORMANCE SHARES
On 3 April 2018, 3 April 2019 and 3 April 2020, Metair ordinary shares (“Shares”) were conditionally granted (“Performance
Shares”) to the Participants, in accordance with the Metair Investments Limited 2009 Share Plan (“Share Plan”). Certain of
these Performance Shares have vested as a result of early retirement or termination of employment, which constitute a “No
Fault Termination” in terms of the rules of the Share Plan, and have been exercised by the Participants pursuant to which the
Participants received Shares at no cost, as per the table below. The nature and extent of the interest of the Participants is
direct beneficial.
DETAILS OF VESTING AND EXERCISE OF
PERFORMANCE SHARES
Total number of Shares exercised/settled 205 948
Deemed value of Performance Shares on exercise R3 148 537.50 at a price of R18.75, being the closing price
on 30 December 2020 in respect of Mr Loock; and
R712 987.50 at a price of R18.75, being the closing price on
31 December 2020 in respect of Mr Tulgar
Class of Securities Ordinary shares
Nature of transaction Settlement of Performance Shares
Date of Award 3 April 2018, 3 April 2019 and 3 April 2020
Date of Performance Shares exercised/settled 31 December 2020 for Mr Loock and 1 January 2021 for
Mr Tulgar
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.
Subject to clause 9 of the Share Plan, and unless the board
of directors of Metair (the “Board”) determines otherwise, the
Performance Shares shall be settled with effect from each
Participant’s date of termination of employment in respect of
a “No Fault Termination” pursuant to the Share Plan (as is the
case with the Participants)
Transaction completed Off-market
Clearance obtained in terms of paragraph 3.66 of the Listings Yes
Requirements
Details of the exercise and vesting of the Performance Shares are tabled below:
Director Company Name No. of Performance Shares Deemed value of
exercised/settled Performance Shares
(Rand)
Mr C.T. Loock * Metair 167 922 3 148 537.50
Mr T. Tulgar ** Mutlu Holding Anonim Sirketi 38 026 712 987.50
*A former director of Metair
** A former director of a major subsidiary of Metair
2. VESTING AND EXERCISE OF SHARE APPRECIATION RIGHTS
On 27 November 2018, 152 663 share appreciation rights were allocated to Mr Loock and 13 751 to Mr Tulgar in accordance
with the Share Plan (“Share Appreciation Rights” or “SARS”). These Share Appreciation Rights have vested and have been
exercised by the Participants pursuant to which Mr Loock and Mr Tulgar received 8 549 and 770 Shares, respectively, at no
cost, as per the table below. The nature and extent of the interest of the Participants is direct beneficial.
DETAILS OF EXERCISE AND VESTING OF SHARE
APPRECIATION RIGHTS
Total number of Shares exercised/settled 9 319
Deemed value of Share Appreciation Rights on exercise R160 293.75 at a price of R18.75, being the closing price on
30 December 2020 in respect of Mr Loock; and
R14 437.50 at a price of R18.75, being the closing price on
31 December 2020 in respect of Mr Tulgar
Class of Securities Ordinary shares
Nature of transaction Acquisition of Shares pursuant to the exercise of SARS at no
cost
Date of Award 27 November 2018
Date of Share Appreciation Rights exercised/settled 31 December 2020 for Mr Loock and 1 January 2021 for
Mr Tulgar
Vesting period In equal thirds on the 3rd, 4th and 5th anniversaries but need
not be exercised until the 6th anniversary.
Subject to clause 9 of the Share Plan, and unless the Board
determines otherwise, SARS are deemed to have been
vested and exercised with effect from a participant’s date of
termination of employment in respect of a “No Fault
Termination” pursuant to the Share Plan
Transaction completed Off-market
Clearance obtained in terms of paragraph 3.66 of the Listings Yes
Requirements
Johannesburg
4 January 2021
Sponsor
One Capital
Date: 04-01-2021 12:20:00
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