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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Belamant Serge PRESIDENT PLACE, 4TH FLOOR CNR. JAN SMUTS AVE. AND BOLTON RD. ROSEBANK, JOHANNESBURG, T3 |
X | Chief Executive Officer |
/s/ Serge Belamant | 05/09/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On September 14, 2012, the issuer acquired all of the issued and outstanding ordinary shares of Pbel (Pty) Ltd for cash and 142,236 shares of the issuer's common stock, the issuance of which was contingent on the achievement of predefined Pbel financial performance milestones over three years. The reporting person owned 50% of Pbel's issued and outstanding ordinary shares and was thus contingently entitled to receive an aggregate of 71,118 shares of the issuer's common stock. The first financial performance milestone was achieved and on May 8, 2013, the issuer determined that the reporting person became entitled to receive 23,706 shares. |
(2) | The 71,118 share number was calculated as R5,000,000; divided by the volume-weighted average price of the issuer's common stock on the Nasdaq Stock Market for the 30 days prior to the issuer making an offer for Pbel (or $8.43); divided by the average R:$ exchange rate for the 30 days preceding July 2, 2012 (or R8.34:$1). |