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MIX TELEMATICS LIMITED - Dealings in securities by directors of MiX and by directors of major subsidiaries of MiX: Performance share awards

Release Date: 12/08/2019 17:29
Code(s): MIX     PDF:  
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Dealings in securities by directors of MiX and by directors of major subsidiaries of MiX: Performance share awards

MiX TELEMATICS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1995/013858/06)
JSE share code: MIX   ISIN: ZAE000125316
NYSE share code: MIXT
("MiX Telematics" or "the Company" or "the Group")


DEALINGS IN SECURITIES BY DIRECTORS OF MiX TELEMATICS AND BY DIRECTORS OF MAJOR SUBSIDIARIES OF MiX TELEMATICS: 
PERFORMANCE SHARE AWARDS


During the 2019 fiscal year, MiX Telematics authorised a supplemental performance share award ("PSA") under the
MiX Telematics Limited Long-Term Incentive Plan ("LTIP") in terms of which 8 000 000 ordinary shares (equivalent
to 320 000 ADSs) are to be awarded to eligible employees if the Company achieves both of the following constant
currency targets at March 31, 2020:

-        cumulative subscription revenue for the 2019 and 2020 fiscal years of R3,588 million; and
-        cumulative Adjusted EBITDA for the 2019 and 2020 fiscal years of R1,322 million.

As previously announced half of the supplemental equity grant was made on November 13, 2018. The board of directors
of MiX Telematics has awarded the remaining half of the PSA's to the Group's key executives.

"As a result of solid results over the past year, the Board of Directors has issued the remaining half of the supplemental
equity grant outlined last year," said Stefan Joselowitz, Chief Executive Officer of MiX Telematics. "These targets still
remain tough to achieve and these performance shares will not vest unless both targets are successfully met. That said,
the team is working diligently to continue to build a great company and enhance shareholder value."

Joselowitz continued "As a reminder, these targets were set at a budget rate for the year at R13.80 to the US Dollar.
Clearly, while we don't know where the average rate going forward will end up, the programme is designed to incentivise true 
performance on a constant currency basis. In other words, if the average rate ends up with the Rand weaker than R13.80 to 
the Dollar, the required targets will be raised appropriately, and vice versa. This same methodology will apply to the other 
currencies which the Company transacts in."

Accordingly, shareholders are advised of the following information relating to the award and acceptance of PSAs under the 
LTIP, the vesting of which will occur on the finalisation and sign-off of the audited financial statements for fiscal 2020 
("vesting period") and will be subject to continued employment and the satisfaction of both the performance conditions being 
the vesting targets listed above:

Transaction date:                                        August 8, 2019
Class of securities:                                     PSAs in respect of ordinary shares
Award price per PSA:                                     Rnil
Nature of transaction:                                   Off-market acceptance of PSAs under the LTIP
Nature and extent of directors' interest:                Direct beneficial
Clearance to deal received:                              Yes

Name of directors of MiX Telematics:        Number of PSAs awarded:        Total deemed value calculated using the
                                                                           closing price on the day prior to the
                                                                           transaction date of R8.31:
Stefan Joselowitz                           400 000                        R3,324,000.00
Charles Tasker                              400 000                        R3,324,000.00
John Granara                                200 000                        R1,662,000.00


Name of director of MiX Telematics          Number of PSAs awarded:        Total deemed value calculated using the
International (Pty) Ltd:                                                   closing price on the day prior to the
                                                                           transaction date of R8.31:
Catherine Lewis                             400 000                        R3,324,000.00
Daniel Reichenberg                          100 000                        R831,000.00


Name of director of MiX Telematics          Number of PSAs awarded:        Total deemed value calculated using the
Africa (Pty) Ltd and MiX Telematics                                        closing price on the day prior to the
Investments (Pty) Ltd:                                                     transaction date of R8.31:
Gert Pretorius                              400 000                        R3,324,000.00


Name of director of MiX Telematics          Number of PSAs awarded:        Total deemed value calculated using the
Investments (Pty) Ltd and MiX                                              closing price on the day prior to the
Telematics International (Pty) Ltd:                                        transaction date of R8.31:

Paul Dell                                   200 000                        R1,662,000.00

In addition to the awards granted to the seven individuals disclosed above, a further 1 900 000 PSAs have been awarded
to twelve other individuals globally (who are not directors of MiX Telematics nor directors of major subsidiaries of
MiX Telematics).

August 12, 2019


JSE sponsor
Java Capital

Date: 12/08/2019 05:29:00
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