Thursday 22nd December, 2011
AEG<
>
AEG <
>
AEG - Aveng Limited - Acceptance of awards by directors in terms of the <
>
Forfeitable Share Plan and Share Appreciation Rights Scheme <
>
AVENG LIMITED <
>
(Incorporated in the Republic of South Africa) <
>
(Registration number: 1944/018119/06) <
>
ISIN: ZAE000111829 <
>
SHARE CODE: AEG <
>
("Aveng" or "the Group") <
>
Acceptance of awards by directors in terms of the Forfeitable Share Plan and <
>
Share Appreciation Rights Scheme <
>
The Long Term Incentive schemes, being the Forfeitable Share Plan and Share <
>
Appreciation Rights Scheme ("the Schemes") as approved at the company's October <
>
2011 Annual General meeting, have been implemented. On 14 December 2011 the <
>
first awards were made in terms of the rules of the Schemes. <
>
The details of the Schemes were included in the 2011 Integrated Report. A <
>
summary of each scheme is included below for information purposes: <
>
Share Appreciation Rights Scheme ("the Scheme") <
>
The purpose of this Scheme is to provide senior executives and other nominated <
>
individuals with the opportunity to benefit from any increase in the value of a <
>
specified number of Share Appreciation Rights (SAR's) over a five year period. <
>
The grant of share appreciation rights (SARs) is recommended by the Aveng Chief <
>
Executive Officer and approved by the Remuneration and Nomination Committee of <
>
the Board of Aveng Limited ("the Company"). <
>
Performance conditions, which must be met in order for the SAR to vest, were <
>
approved by the Remuneration and Nomination Committee. One third of the SAR's <
>
awarded will vest on the third anniversary of the award, provided the <
>
performance conditions have been fulfilled. The next third vests on the fourth <
>
anniversary, and the final third vests on the fifth anniversary following the <
>
award. <
>
Once the SARs vest and the performance conditions have been met, the <
>
participants are entitled to exercise the SARs and may benefit from any <
>
appreciation in the SAR, the value of which is linked to the Aveng Limited <
>
ruling share price. Following the exercise of the SARs, any benefit will accrue <
>
to the participant in cash. The participant has no right to receive any shares <
>
in the Company upon the exercise of the SARs by virtue of participation in this <
>
scheme. The maximum number of SARS that can be allocated to any individual, in <
>
terms of the rules of the Scheme is 982 503. <
>
Share Appreciation Rights awarded to and accepted by Directors and Subsidiary <
>
Directors: <
>
Employee Name Employer Company Acceptance Award Share Appreciation <
>
Date Price Rights <
>
Roger Jardine Aveng Limited 19 December R 33.75 189,000 <
>
2011 <
>
Kobus Verster Aveng Limited 19 December R 33.75 111,000 <
>
2011 <
>
Juba Mashaba Aveng Limited 19 December R 33.75 90,000 <
>
2011 <
>
David Mc Connell Dowell 19 December R 33.75 121,143 <
>
Robinson Corporation 2011 <
>
Solly Aveng (Africa) 19 December R 33.75 102,000 <
>
Letsoalo Limited 2011 <
>
Grahame Aveng (Africa) 19 December R 33.75 241,000 <
>
McCaig Limited 2011 <
>
Brian Wilmot Aveng (Africa) 19 December R 33.75 88,000 <
>
Limited 2011 <
>
Alan van Trident Steel (Pty) 19 December R 33.75 20,000 <
>
Rooyen Limited 2011 <
>
Nomi Trident Steel (Pty) 19 December R 33.75 19,000 <
>
Ntsunguzi Limited 2011 <
>
Forfeitable Share Plan ("FSP") <
>
The purpose of the FSP is to provide a small number of senior executives, <
>
including executive directors, with an opportunity to be allocated ordinary <
>
shares in the Company. The scheme rules have been designed to enable the FSP to <
>
be used as either an incentive or a retention mechanism. This particular award <
>
is made for retention purposes. <
>
Schedule 14 of the JSE Limited Listings Requirements ("Schedule 14") sets out <
>
the rules in respect of all schemes involving the issue of shares by companies <
>
to, or for the benefit of, its employees and other persons involved in the <
>
business of such companies or the group. Schedule 14 will in this instance not <
>
apply to the FSP as awards made under the scheme are settled by way of acquiring<
>
shares from third parties on the open market. No new shares will be issued by <
>
the Company to any participant. <
>
The allocation of Forfeitable Shares is at the sole discretion of the <
>
Remuneration and Nomination Committee of the Board of Aveng Limited. <
>
Shares acquired in terms of the approved scheme are held in escrow by an escrow <
>
agent for the benefit of the participant. The shares may not be disposed of or <
>
otherwise encumbered until the vesting condition has been satisfied, except in <
>
the event of death of a participant in which instance a pro rate proportion of <
>
the shares will vest. <
>
Upon vesting, the shares will be released by the escrow agent and delivered to <
>
the participant. Save for the right to transfer shares, the participant shall, <
>
from the settlement date, have all other shareholder rights including the right <
>
to dividends and voting in respect of the Forfeitable Shares. <
>
The maximum number of Forfeitable Shares that can be allocated to any <
>
individual, in terms of the rules of the FSP is 786 002. Forfeitable Shares <
>
awarded to and accepted by Directors and Subsidiary Directors: <
>
Employee Name Employer Company Acceptance Forfeitable Shares <
>
Date <
>
Roger Jardine Aveng Limited 19 December 220,460 <
>
2011 <
>
Kobus Verster Aveng Limited 19 December 111,111 <
>
2011 <
>
Juba Mashaba Aveng Limited 19 December 89,661 <
>
2011 <
>
David Robinson Mc Connell Dowell 19 December 149,689 <
>
Corporation 2011 <
>
Solly Letsoalo Aveng (Africa) Limited 19 December 102,021 <
>
2011 <
>
Brian Wilmot Aveng (Africa) Limited 19 December 87,618 <
>
2011 <
>
Hercu Aucamp Trident Steel (Pty) 19 December 85,185 <
>
Limited 2011 <
>
The necessary clearance in terms of paragraph 3.66 of the JSE Listings <
>
Requirements has been obtained. <
>
22 December 2011 <
>
Sponsor: J.P. Morgan Equities Limited <
>
Date: 22/12/2011 17:05:01 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. <
>