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-0.63%SHF - STEINHOFF INTERNATIONAL HOLDINGS LD - Dealing in securities by directors
2012/12/12 Dealing in securities by directors STEINHOFF INTERNATIONAL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration no. 1998/003951/06) Ordinary share code: "SHF" ISIN: ZAE000016176 ("Steinhoff", "the Company" or "the Group") Dealing in securities by directors In compliance with paragraph 3.63 of the Listings Requirements of the JSE Limited, the board and the Human resources and Remuneration Committee ("Remcom") wish to inform shareholders of the following dealings arising from the Group`s share incentive schemes. 2003 Scheme: 2009 Grant In terms of the share incentive scheme approved by shareholders in 2003, rights were granted to participants on 1 December 2009 ("the grant date"). These share rights were allocated at a nominal value of 0.5 cents and matured on the third anniversary of the grant date, provided, inter alia, the following performance criteria have been achieved: (a) a compound growth in headline earnings per share of the Company equal to or exceeding the weighted average growth of the companies included in and comprising the INDI25 Index (INDI25) over a three-year period from the effective date; and (b) the volume weighted average tradedshare price of the Company over the 30 trading days immediately preceding the date of measurement (the measurement date) to exceed the result of the following formula ({(a- b)/(b)}+1)xc, where: a = the INDI25 at the measurement date; b = the INDI25 at the effective date; and c = the volume weighted average traded price of the Company for the 30 trading days immediately preceding the effective date. These criteria were assessed by the Remcom over the measurement period from 1 July 2009 to 30 June 2012 and it was determined that the criteria were achieved. Accordingly, in terms of rights granted on 1 December 2009, as fully disclosed in the notes to Steinhoff`s Annual reports, shareholders are advised that the rights in respect of the following directors and officers of the Group have vested on 1 December 2012. In addition, shareholders are advised that certain directors disposed of a portion of their shares arising from the vesting, in order to settle their income tax liabilities in respect of the rights to shares that have vested as disclosed below: Name No of shares No of Net shares Vesting / Net Value that shares retained Sales Retained beneficially sold by price R vested off-market Director Cents per for tax share liability JNS du Plessis 398,218 398,218 2739 10,907,191.02 HJK Ferreira 601,348 601,348 2739 16,470,921.72 SJ Grobler 601,348 601,348 2739 16,470,921.72 KJ Grove 427,978 40,000 387,978 2739 10,626,717.42 MJ Jooste 1,957,602 1,957,602 2739 53,618,718.78 AB la Grange 398,202 159,281 238,921 2739 6,544,046.19 FJ Nel 366,720 146,688 220,032 2739 6,026,676.48 M Nel 180,267 72,107 108,160 2739 2,962,502.40 H Odendaal* 263,471 263,471 2739 7,216,470.69 D Schreiber* 171,256 171,256 2739 4,690,701.84 DM van der 626,776 250,711 376,065 2739 10,300,420.35 Merwe * Directors of Steinhoff Europe GmbH. 2010 Scheme: 2012 Grant Shareholders are further advised of the number of rights granted in terms of the 2010 share scheme, approved by shareholders on 6 December 2010. These rights to shares were granted under the 2012 allocation on 1 December 2012 in respect of the 3 year period commencing from 1 July 2012 to the following directors and officers. These rights may mature on or about 1 December 2015: Name Number of rights Granted at 0.5 cents per share JNS du Plessis 262,166 HJK Ferreira 393,250 SJ Grobler 393,250 TLJ Guibert 610,207 MJ Jooste 1,186,514 AB la Grange 393,250 FJ Nel 229,396 M Nel 229,396 DM van der Merwe 610,207 H Odendaal * 182,692 D Schreiber * 254,253 A Nodale@ 210,589 * Directors of Steinhoff Europe GmbH. @ Director of Conforama Développement SASU Clearance has been granted in terms of paragraph 3.66 of the Listings requirements for all the above transactions. By Order of the Board Steinhoff Africa Secretarial Services Proprietary Limited COMPANY SECRETARY 11 December 2012 Sponsor - PSG Capital (Pty) Limited Date: 12/12/2012 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.