AEG - Aveng Limited - Acceptance of awards by dire

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. <
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