2 December 2019
Sirius Real Estate Limited
("Sirius Real Estate" or the "Company")
Posting of Scrip Dividend Alternative Circular and
Scrip Dividend Reference Price and Exchange Rate
Sirius Real Estate is pleased to confirm that the Scrip Dividend Alternative Circular and (if appropriate) a Form of Election have today been posted to shareholders and are available on the Company's website: www.sirius-real-estate.com.
An overview timetable of events relating to the Scrip Dividend Alternative is set out below:
For Shareholders on the UK Share Register:
Announcement of Interim Scrip Dividend Alternative |
Monday, 25 November 2019 |
Announcement of Reference Price for the New Shares and the Euro to Sterling Conversion Rate released on RNS |
Monday, 2 December 2019 |
Despatch the Scrip Circular and Form of Election and announce the despatch on RNS |
Monday, 2 December 2019 |
Last day to trade in order to be eligible for the cash dividend or alternatively the scrip dividend |
Wednesday, 18 December 2019 |
Shares commence trading ex the cash dividend or scrip dividend (the UK Ex-Dividend Date) |
Thursday, 19 December 2019 |
Record Date for Shareholders on the UK Share Register |
Friday, 20 December 2019 |
Deadline by which election to receive the New Shares or election to receive dividend entitlements in Sterling must have been received by the Registrars (Election Return Date) |
5.00 p.m. (UK time) on Thursday, 2 January 2020 |
Announcement on RNS of the number of New Shares issued |
Friday, 10 January 2020 |
Despatch scrip dividend share certificates, Interim Dividend cheques and tax vouchers |
Thursday, 16 January 2020 |
CREST accounts credited and/or updated with the Interim Dividend payment in cash and/or New Shares |
Friday, 17 January 2020 |
Admission of New Shares to the premium segment of the Official List and to trading on Main Market |
Friday, 17 January 2020 |
Interim Dividend Payment Date |
Friday, 17 January 2020 |
For Shareholders on the SA Share Register:
Announcement of Interim Scrip Dividend Alternative |
Monday, 25 November 2019 |
Announcement of Reference Price for the New Shares and the Euro to Rand Conversion Rate released on SENS |
Monday, 2 December 2019 |
Despatch the Scrip Circular and Form of Election and announce the despatch on SENS |
Monday, 2 December 2019 |
Last day to trade in order to be eligible for the cash dividend or alternatively the scrip dividend |
Tuesday, 17 December 2019 |
Shares commence trading ex the cash dividend or scrip dividend (the SA Ex-Dividend Date) |
Wednesday, 18 December 2019 |
Announcement on SENS regarding Cash Fractions applicable to the Scrip Dividend, by 11:00 |
Thursday, 19 December 2019 |
Record Date for Shareholders on the SA Share Register |
Friday, 20 December 2019 |
Deadline by which election to receive the New Shares must have been received by the Transfer Secretaries (Election Return Date) |
12.00 noon (South African time) on Friday, 20 December 2019 |
Announcement on SENS of the number of New Shares to be issued |
Friday, 10 January 2020 |
Participant/broker accounts credited and/or updated with the Interim Dividend payment in cash and/or New Shares |
Friday, 17 January 2020 |
Despatch scrip dividend share certificates, Interim Dividend cheques and tax vouchers |
Friday, 17 January 2020 |
Listing and admission of New Shares to trading on the JSE |
Friday, 17 January 2020 |
Interim Dividend Payment Date |
Friday, 17 January 2020 |
The above dates and times are subject to change. Any changes will be released on RNS and SENS.
To facilitate settlement of the Interim Dividend to entitled SA Shareholders, share certificates may not be dematerialised or rematerialised between Wednesday, 18 December 2019 (the SA Ex-Dividend Date) and Friday, 20 December 2019 (the Record Date). No transfers of Shares shall be registered in the SA Share Register, or between the SA Share Register and the UK Share Register, between Monday, 2 December 2019 (the Reference Price date) and Friday, 20 December 2019. All dates are inclusive.
The Interim Dividend has been declared in Euro. Shareholders on the UK Share Register may choose to receive their entitlement to the Interim Dividend in cash in either Euro or Sterling. Shareholders on the UK Share Register who do not make a valid Sterling currency election will receive any entitlement to the cash dividend in Euro. Shareholders on the SA Share Register will receive any entitlement to the cash dividend in Rand.
The Scrip Dividend Reference Prices are as follows:
Shareholders on the UK Share Register: £0.80092 (Sterling)
Shareholders on the SA Share Register: R15.09506 (Rand)
Therefore, the number of New Shares which Shareholders electing to take the Scrip Dividend Alternative will receive are (subject to the treatment of any fractions) as follows:
Shareholders on the UK Share Register: 1 New Share for every 52.28809 Ordinary Share held
Shareholders on the SA Share Register: 1 New Share for every 51.95026 Ordinary Share held
Fractions
Where an entitlement to New Shares in relation to the Scrip Dividend Alternative as calculated in accordance with the formulae described above gives rise to a fraction of a New Share, such fractional entitlement shall be treated as follows:
Shareholders on the UK Share Register:
No fraction of a New Share will be issued to Shareholders on the UK Share Register, and the relevant amount of Interim Dividend will be retained for the benefit of the Company.
Shareholders on the SA Share Register:
Trading in the Strate environment does not permit fractions and fractional entitlements. Any fractional entitlement will be rounded down to the nearest whole number, resulting in allocations of whole securities and a cash payment in Rand for the fractional amount.
The Euro to Sterling Conversion Rate (UK Share Register only)
For Shareholders on the UK Share Register who make a valid Sterling currency election, the conversion rate for the purposes of calculating the Interim Dividend for the period ended 30 September 2019 will be a Euro to Sterling Conversion Rate of £0.84918
On this basis, Shareholders on the UK Share Register who have elected to receive their entitlement to the Interim Dividend in cash in Sterling will receive a gross dividend of £0.01503 (Sterling) per Ordinary Share.
Alternatively, Shareholders on the UK Share Register may elect to receive New Shares by way of the Scrip Dividend Alternative.
The Euro to Rand Conversion Rate (SA Share Register only)
For Shareholders on the SA Share Register, the conversion rate for the purposes of calculating the Interim Dividend authorised in connection with the period ended 30 September 2019 will be 16.10625 Rand to 1 Euro.
The Euro to Rand conversion for payment of the dividend in Rand will be settled on Friday, 10 January 2020, using the Euro to Rand Conversion Rate which has been fixed by the Company as at the date of this announcement and the Circular.
On this basis, Shareholders on the SA Share Register will receive a gross dividend of R0.28508 (Rand) per Ordinary Share, which they may take in cash or in New Shares by electing to do so by way of the Scrip Dividend Alternative.
Information for Shareholders on the SA Share Register
Tax
In accordance with the Listings Requirements of the JSE, the Company confirms that the net cash dividend received by SA Shareholders who are not exempt from dividend withholding tax of 20%, is expected to be R0.22806 (Rand) per Ordinary Share.
South African Shareholders who elect to receive the Interim Dividend in scrip form should not be subject to income tax or dividend withholding tax on receipt of the New Shares, and the Scrip Dividend is likely to be regarded as a foreign dividend.
General information
On Monday, 25 November 2019, being the declaration date of the Interim Dividend, the Company had in issue 1,030,915,243 Ordinary Shares carrying voting rights, and there were no shares held in treasury. The Company is incorporated in Guernsey with Company number 46442 and its tax registration number in Guernsey is 1EC.956 and its UK tax number is GB 203993015.
Further Information
Terms used but not defined herein have the same meaning given to them as set out in the Scrip Dividend Alternative Circular ("Scrip Circular") to be dispatched on Monday, 2 December 2019.
The distribution of the Scrip Circular in certain jurisdictions (including the United States of America, Canada, Japan, New Zealand or Australia or their respective territories or possessions (subject to applicable exemptions)) other than the United Kingdom, South Africa and Guernsey may be restricted by law. Accordingly, the Scrip Circular may not be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession the Scrip Circular comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
