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PNC
PNC
PNC - Pinnacle - Directors` Dealing in Securities
Pinnacle Technology Holdings Limited
Registration number 1986/000334/06
Share Code: PNC
ISIN: ZAE000022570
("Pinnacle" or the "Company")
Directors` Dealing in Securities
In compliance with paragraphs 3.63 and 3.64 of the Listings Requirements of the
JSE Limited ("Listings Requirements"), Pinnacle advises that the following
directors of either Pinnacle or its major subsidiaries have today accepted
offers of Pinnacle shares made to them by the Pinnacle Share Purchase Scheme
(the "Share Scheme") as detailed herein.
The offers were made as part of a long term incentive award programme under
which bonuses are payable to senior executives in recognition of their part in
the achievement by Pinnacle and its subsidiaries (the "Group") of its objectives
over recent years. The incentives were originally to have been implemented last
year but were delayed due to the non-compliance of the Share Scheme with the
amended Schedule 14 of the Listings Requirements. The Share Scheme was duly
amended, approved by the JSE and approved by Pinnacle shareholders on 18 May
2012. The Share Scheme last made an award to the senior executive grouping in
2006.
The Share Scheme is not an option scheme and those executives who have accepted
the offer of shares made to them ("Participants") have today contractually
purchased their shares with the obligation to pay the offer price plus interest
and tax in full on or within 21 days of 20 June 2015, irrespective of the market
price of the shares at that time, but subject to the following: (a) Participants
may not sell their shares before 20 June 2015, and (b) the trust of the Share
Scheme has the right to repurchase the shares at the offer price plus interest
accrued should the Participant`s employment with the Group be terminated for any
reason other than normal retirement before 20 June 2015. As security for these
two obligations the Participants have pledged their shares to the trustees of
the Share Scheme until 20 June 2015 and the shares will remain registered in the
name of the Share Scheme until that date.
It is noted that none of the non-executive directors of Pinnacle nor the Group
Chief Executive Officer, Mr A J Fourie, participated in the scheme. Mr Fourie
does however remain a substantial indirect shareholder with holdings in excess
of 5% of the Company.
The details of the award are as follows:
At a price of 550 cents per share:
Name of Director L Fourie
Position Director of a major subsidiary
Number of shares 400 000
Value of Transaction R2 200 000
Name of Director S Marx
Position Director of a major subsidiary
Number of shares 300 000
Value of Transaction R1 650 000
Name of Director J V Parkin
Position Director of a major subsidiary
Number of shares 193 000
Value of Transaction R1 061 500
Name of Director I N Steyn
Position Director of a major subsidiary
Number of shares 300 000
Value of Transaction R1 650 000
Name of Director T A M Tshivhase
Position Director of Pinnacle
Number of shares 400 000
Value of Transaction R2 200 000
Name of Director T van Zyl
Position Director of a major subsidiary
Number of shares 300 000
Value of Transaction R1 650 000
At a price of 750 cents per share:
Name of Director C J Brunsden
Position Director of a major subsidiary
Number of shares 150 000
Value of Transaction R1 125 000
Name of Director B A Clarke
Position Director of a major subsidiary
Number of shares 150 000
Value of Transaction R1 125 000
Name of Director H M P Ferreira
Position Director of a major subsidiary
Number of shares 250 000
Value of Transaction R1 875 000
Name of Director F C Smyth
Position Director of Pinnacle
Number of shares 250 000
Value of Transaction R1 875 000
Name of Director G J Wiehahn
Position Director of a major subsidiary
Number of shares 195 000
Value of Transaction R1 462 500
The nature of the interests acquired, are all directly beneficial and the trades
were all done off-market. Clearance to deal was obtained in terms of paragraph
3.66 of the Listings Requirements as the offers have been approved by the Board.
Midrand
29 June 2012
Sponsor: Deloitte & Touche Sponsor Services (Pty) Limited
Date: 29/06/2012 17:15:01 Produced by the JSE SENS Department.
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