MFL - Metrofile - Listing of additional shares and dealings in securities by19 Oct 2011
MFL
MFL                                                                             
MFL - Metrofile - Listing of additional shares and dealings in securities by    
directors and officers of Metrofile and its major subsidiary                    
Metrofile Holdings Limited                                                      
(Incorporated in the Republic of South Africa)                                  
(Registration number 1983/012697/06)                                            
Share code: MFL                                                                 
ISIN Code: ZAE000061727                                                         
("Metrofile Holdings" or "the Company")                                         
LISTING OF ADDITIONAL SHARES AND DEALINGS IN SECURITIES BY DIRECTORS AND        
OFFICERS OF METROFILE AND ITS MAJOR SUBSIDIARY:                                 
VESTING OF SHARES IN TERMS OF THE METROFILE SHARE APPRECIATION RIGHTS SCHEME    
("SAR") AND DEFERRED BONUS PLAN ("DBP")                                         
Shareholders are advised that the JSE Limited ("JSE") has approved the          
listing of an additional 4,082,828 ordinary shares of 0,6146 cents each with    
effect from the commencement of business on Wednesday, 19 October 2011, at an   
issue price of 240,00 cents per share. The shares were issued in order to       
settle and deliver shares to participants of the Share Appreciation Rights      
scheme and the Deferred Bonus Plan.                                             
In compliance with section 3.63 to 3.74 of the JSE Listings Requirements,       
notice is hereby given of transactions in terms of the vesting of share         
awards granted under the Metrofile Share Appreciation Rights scheme ("SAR")     
and Deferred Bonus Plan ("DBP") in 2008, having met the relevant performance    
conditions.                                                                     
SAR & DBP Performance period: The vesting of the SAR & DBP awards is            
conditional upon the achievement of group performance targets over a period     
of 3 years (01/07/2008 to 30/06/2011)                                           
The following directors and officers dealt in the Company`s securities:         
Class of shares:              Ordinary                                          
Nature of interest:           Direct Beneficial                                 
Date of transaction:          19 October 2011                                   
Clearance to deal obtained:   Yes                                               
Name:                         Graham Dunbar Wackrill                            
Director:                     Metrofile Holdings Limited                        
Scheme or plan:               Share Appreciation Rights Scheme                  
Nature of transaction:        Shares vested and issued                          
Number of shares:             525,788                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 1,261,891.20                                    
Name:                         Graham Dunbar Wackrill                            
Director:                     Metrofile Holdings Limited                        
Scheme or plan:               Deferred Bonus Plan                               
Nature of transaction:        Shares vested and issued                          
Number of shares:             120,000                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 288,000.00                                      
Name:                         Richard Matthew Buttle                            
Director:                     Metrofile Holdings Limited                        
Scheme or plan:               Share Appreciation Rights Scheme                  
Nature of transaction:        Shares vested and issued                          
Number of shares:             362,842                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 870,820.80                                      
Name:                         Richard Matthew Buttle                            
Director:                     Metrofile Holdings Limited                        
Scheme or plan:               Deferred Bonus Plan                               
Nature of transaction:        Shares vested and issued                          
Number of shares:             144,156                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 346,022.40                                      
Name:                         Guy Basil Kimble                                  
Director:                     Metrofile (Proprietary) Limited                   
Scheme or plan:               Share Appreciation Rights Scheme                  
Nature of transaction:        Shares vested and issued                          
Number of shares:             453,423                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 1,088,215.20                                    
Name:                         Leon Mark Thompson                                
Officer (Company secretary):  Metrofile Holdings Limited                        
Scheme or plan:               Share Appreciation Rights Scheme                  
Nature of transaction:        Shares vested and issued                          
Number of shares:             349,677                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 839,224.80                                      
Name:                         Various                                           
Senior management:            Metrofile (Proprietary) Limited                   
Scheme or plan:               Share Appreciation Rights Scheme                  
Nature of transaction:        Shares vested and issued                          
Number of shares:             2,126,922                                         
Price per share:              R 2.40                                            
Total value of transaction:   R 5,104,612.80                                    
Class of shares:              Ordinary                                          
Nature of interest:           Direct Beneficial                                 
Date of transaction:          19 October 2011                                   
Clearance to deal obtained:   Yes                                               
Name:                         Graham Dunbar Wackrill                            
Director:                     Metrofile Holdings Limited                        
Nature of transaction:        Subsequent off market sale of shares              
Number of shares sold:        1,258,315                                         
Price per share:              R 2.40                                            
Total value of transaction:   R 3,019,956.00                                    
Name:                         Richard Matthew Buttle                            
Director:                     Metrofile Holdings Limited                        
Nature of transaction:        Subsequent off market sale of shares              
Number of shares sold:        612,446                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 1,469,870.40                                    
Name:                         Guy Basil Kimble                                  
Director:                     Metrofile (Proprietary) Limited                   
Nature of transaction:        Subsequent off market sale of shares              
Number of shares sold:        453,423                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 1,088,215.20                                    
Name:                         Leon Mark Thompson                                
Officer (Company secretary):  Metrofile Holdings Limited                        
Nature of transaction:        Subsequent off market sale of shares              
Number of shares sold:        139,871                                           
Price per share:              R 2.40                                            
Total value of transaction:   R 335,690.40                                      
Clearance to deal in these shares was obtained in accordance with Rule 3.66     
of the JSE Listings Requirements.                                               
In addition to the off market sale of shares noted above, the various other     
senior managers sold approximately 40% of their shares issued in respect of     
the SAR scheme, to fund their tax obligations. MIC Investment Holdings          
(Proprietary) Limited ("MIC"), the groups major shareholder and Black           
empowerment partner, purchased the shares from the individuals in an off        
market transaction at a price of R 2,40. MIC have increased their               
shareholding by 3,314,824 shares increasing their total shareholding to         
135,675,697 which equates to an increase from 32,43% to 32,92% of the total     
412,168,074 Metrofile shares in issue.                                          
The sale of the shares by Mr Graham Wackrill is to facilitate the tax           
obligations relating to the SAR and DBP shares received and also to fund the    
finalisation of the development of a property. Mr Wackrill`s holding in         
Metrofile shares subsequent to the above transactions amounts to 6,741,871      
shares; in addition rights allocated to Mr Wackrill with regards to the         
company`s Share Appreciation Rights scheme amount to 2,892,189.                 
The sale of the shares by Mr Richard Buttle is to facilitate the tax            
obligations relating to the SAR and DBP shares received and also to enable      
him to diversify his investment portfolio. Mr Buttle`s holding in Metrofile     
shares subsequent to the above transactions amounts to 3,002,730 shares; in     
addition rights allocated to Mr Buttle with regards to the company`s Share      
Appreciation Rights scheme amount to 1,864,500.                                 
The sale of the shares by Mr Guy Kimble is to facilitate the tax obligations    
relating to the SAR and DBP shares received and also to enable him to           
diversify his investment portfolio. Mr Kimble`s holding in Metrofile shares     
subsequent to the above transactions amounts to 1,246,990 shares; in addition   
rights allocated to Mr Kimble with regards to the company`s Share               
Appreciation Rights scheme amount to 1,884,818.                                 
Johannesburg                                                                    
19 October 2011                                                                 
Sponsor                                                                         
The Standard Bank of South Africa Limited                                       
Date: 19/10/2011 09:18:01 Produced by the JSE SENS Department.                  
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