| Tue 4 Dec 2007, 15:44 | | PET - Petmin - Details of dealings in securities by directors of a listed |
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PET
PET
PET - Petmin - Details of dealings in securities by directors of a listed
company
Petmin Limited
(Formerly Petra Mining Limited)
Incorporated in the Republic of South Africa
Registration Number 1972/001062/06
Share Code: PET
Aim code: PTMN & ISIN: ZAE000076014
("Petmin", "the company" or "the group")
DETAILS OF DEALINGS IN SECURITIES BY DIRECTORS OF A LISTED COMPANY
* INCREASE IN PETMIN`S TOTAL BEE SHAREHOLDING FROM 30% TO 35 %
* INCREASE OF ANCHOR BEE CONSORTIUM SHARE HOLDING FROM 20 % TO 33 %
* INCREASE IN PETMIN`S DIRECTORS` SHAREHOLDING FROM 19 % TO 32 %
Rivergroup is authorised to make the following announcement in respect of an
increase of Petmin`s BEE Equity shareholding, an increase in Petmin`s Anchor
BEE Consortium`s equity and an increase in Petmin`s Directors` equity.
NEW AFRCA MINING FUND ("NAMF") DISINVESTEMENT FROM PETMIN
NAMF. Petmin and Dark Capital (Pty) Ltd ("Dark Capital") established a close
relationship pursuant to the conclusion of the acquisition of SamQuarz in 2004
by Petmin, at which time NAMF became the largest shareholder in Petmin. In
terms of its mandate of facilitating BEE participation in junior mining, NAMF
has been the architect and financier of significant BEE participation in
Petmin.
NAMF is a closed end private equity fund and in terms of its mandate is in the
process of harvesting its investment portfolio.
DARK CAPITAL
Petmin announced on 19 September 2007 that Dark Capital, the single largest
BEE shareholder in Petmin and the senior participant in the Anchor BEE
Consortium in Petmin secured an option to acquire 121.7 million Petmin shares
from NAMF, (collectively referred to as the "NAMF option").
Petmin has been advised that the NAMF option had been negotiated during June
2007 and was priced at the volume weighted price at the time, i.e. R 2.20 and
Petmin was furthermore advised that the NAMF option (save for 1 million
shares) had been exercised on 30 November 2007.
Mr Alwyn Martin (a non executive director of Petmin) has a 50% indirect
interest in Dark Capital, and taking into consideration the disposal of Petmin
shares by Dark Capital to Petmin Directors as outlined below, the net
effective acquisition of shares by Dark Capital is 99 000 000 shares.
For reporting purposes Mr Martin indirectly acquired on 30 November 121 000
000 shares and indirectly disposed of 22 000 000 shares between R2.20 and R
3.25 in order to fund the exercise of the NAMF Option resulting in an
indirect net increase of 99 000 000 Petmin shares.
A company controlled by a family Trust in respect of which Petmin`s Chief
Executive Officer, Jan du Preez has an indirect non beneficial interest
advanced loans to Dark on commercial terms to enable Dark to acquire shares in
Petmin. These loans to Dark may be repaid by the delivery of Petmin shares by
Dark. In the event of these loans being converted, the Trust will receive
between 15 000 000 and 30 000 000 Petmin shares.
Millennium Consolidated Investments (Pty) Ltd, a private company in which Jan
du Preez also has an indirect interest, sold 6 500 000 shares at R 3.5 on 30
November 2007 in order to assist with the funding of the exercise of the NAMF
Option.
Clidet 449 (Pty) Limited a private company of which Lebo Mogotsi, Petmin`s
Deputy Chairperson is the sole director and in which she has an indirect
interest has also concluded a transaction with NAMF resulting in Clidet 449
holding an unencumbered economic interest amounting to 3 500 000 Petmin
shares.
SHARE DEALINGS BETWEEN DARK CAPITAL AND PETMIN DIRECTORS
Dark Capital furthermore agreed during September 2007 to offer an option of 12
million Petmin shares at a price of R 2.20 to certain Petmin Directors.
Petmin has been advised that the option had been exercised on 30 November
2007.
The following Petmin Directors acquired shares at R2.20 on 30 November 2007:
Piet Nel 386 422 direct and 120 578 indirect non beneficial
Enrico Greyling 600 000 direct
Lebo Mogotsi 1 000 000 direct and 250 000 indirect non- beneficial
Bradley Doig 550 000 direct and 700 000 indirect non beneficial
Dawie Warmenhoven 1 500 000 indirect, non-beneficial
Jan du Preez 1 500 000 direct
On 14 June 2007 Petmin announced that Dark Capital concluded a transaction
with NAMF in terms whereof Dark Capital initially acquired its first 40 000
000 shares from NAMF at R 1.19. The price was negotiated during January 2007
resulting from an option secured during November 2005 and formed part of
NAMF`s partial disinvestment from Petmin at the time in respect of the
unwinding of a BEE funding structure facilitated by NAMF for Dark Capital.
In line with Dark Capital`s philosophy to enable directors to increase their
interest in Petmin, it agreed during June 2007 to grant an option on 10
million Petmin shares at a price of R 1.19 to Petmin directors. Petmin has
been advised that the option has been exercised on 30 November 2007 and the
following Petmin Directors acquired shares at R1.19:
Lebo Mogotsi 2 500 000 indirect non beneficial
Bradley Doig 2 500 000 direct
Dawie Warmenhoven 1 500 000-indirect, non-beneficial
Jan du Preez 500 000 direct
EXERCISE OF OPTIONS BY DIRECTORS
Piet Nel (Petmin Chairman) 250 000 direct
Dawie Warmenhoven 3 500 000 direct
SHARES SOLD
In order to assist the Petmin Directors to finance the acquisition of the
shares under the NAMF option the following transactions have occurred:
P.J. Nel sold 250 000 shares at R 3, 65 direct
Mavinda Investments (Pty) Ltd sold 3 000 000 Petmin shares at R 3,65. (D.H.
Warmenhoven has an indirect interest in Mavinda Investments (Pty) Ltd)
TRANSACTION EFFECT
The foregoing transactions have the following impact on the shareholding of
Management and BEE in Petmin.
Increase in Petmin`s total BEE shareholding from 30% to 35% *
Increase of Anchor BEE consortium share holding from 20% to 33 % *
*The difference being unrelated BEE Shareholders in Petmin
Directors` and Management interests in Petmin as on 30 June 2007 (reported in
Petmin Annual Report): 19%*
Directors` and Management interests in Petmin as on 30 November 2007: 33%*
*Includes BEE directors and Management.
Petmin is pleased with the above share transactions and welcome the continued
excellent relationship between Dark Capital and the Petmin Management team and
wishes to thank NAMF for its valued support during the past 3 years.
04 December 2007
Johannesburg
Sponsor
River Group
Date: 04/12/2007 15:44:18 Produced by the JSE SENS Department.
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