Odd-lot Offer and Share Buyback Update

FOR IMMEDIATE RELEASE

7 May 2020

Quilter plc

 

Odd-lot Offer - Remaining Key Dates and Tax Treatment; and Share Buyback Programme Update

 

 

Odd-lot Offer - Remaining Key Dates and Tax Treatment

Quilter plc ("Quilter" or the "Company") implemented its Odd-lot Offer on Wednesday 11 March 2020 in order to reduce the Company's shareholder base, which was unusually large for a company of its size.   More information on the Odd-lot Offer is available on the Company's website at quilter.com/OLO.

 

Following the Company's announcement on Friday 24 April 2020 of the price per ordinary share to be paid to Odd-lot Holders whose ordinary shares are to be repurchased ("Odd-lot Shares") pursuant to the Odd-lot Offer (the "Offer Price"), the Company now reminds shareholders of the remaining key dates for the Odd-lot Offer and provides certain information in relation to the tax treatment of the Odd-lot Offer.

 

The Offer Price announced on Friday 24 April 2020 was:

 

Type of shareholding	Offer Price
Ordinary shares held on the UK share register (the "UK Register")	120.24 pence (GBP)
Ordinary shares held on the South African share register (the "SA Register")	2,812.63 cents (ZAR)

 

Remaining Key Dates

The remaining key dates for the Odd-lot-Offer are:

 

Date	Action
Monday 11 May 2020 at 12:00pm (SA time) / 1:00pm (UK time)	Odd-lot Offer closes for Odd-lot Holders who hold their shares through Pacific Custodians Nominees (RF) Proprietary Limited (South Africa and Namibia), Malawi shareholders holding shares through National Bank of Malawi Nominees Limited and Zimbabwe shareholders holding shares through Corpserve Nominees Private Limited.
Tuesday 12 May 2020	Last date to trade to participate in the Odd-lot Offer in South Africa.
Wednesday 13 May 2020	Shares trade 'ex' in the Odd-lot Offer in South Africa.
Friday 15 May 2020	Second Record Date, being the second date on which a shareholder must be an Odd-lot Holder to be eligible to participate in the Odd-lot Offer.
Friday 15 May 2020, by 11:00am (SA time) / 12:00pm (UK time)	Announcement of the portion of the Odd-lot Offer Price subject to dividends tax and the net amount payable per share for those shareholders subject to dividend tax.
Friday 15 May 2020 at 12:00pm (SA time) / 1:00pm (UK time)	Odd-lot Offer closes for Odd-lot Holders who hold their shares on the UK Register and on the SA Register in certificated form. You will need to have ensured your Registrar or broker has received your instruction that you would like to sell your shares or if you would like to keep your shares by this date and time.
Friday 29 May 2020	Implementation of the Odd-lot Offer takes effect and payment commences.   UK Register Eligible certificated holders who have accepted the Odd-lot Offer, or have not made an election, will be paid by cheque on receipt of completed surrender documentation. SA Register ·    Eligible dematerialised holders who have accepted the Odd-lot Offer, or who have not made an election, will have their accounts credited by their CSDP/broker Eligible certificated holders who have accepted the Odd-lot Offer will be paid as per the payment instructions held by our Registrars.
Friday 29 May 2020	Results of the Odd-lot Offer announced to the London Stock Exchange and the Johannesburg Stock Exchange.
Monday 1 June 2020	Results of the Odd-lot Offer published in the South African press.

 

 

Taxation

Shareholders who participate in the Odd-lot Offer should consider the tax implications of such participation.

 

In order to assist shareholders, a general description of the South African and UK tax treatment of participating in the Odd-lot Offer for certain classes of shareholder has been made available on the Company's website at quilter.com/OLO.

 

Shareholders who are in any doubt as to their own tax position should consult their own professional adviser.

 

South African Dividends Tax

The Offer Price of 2,812.63 cents per ordinary share held on the SA Register consists of a capital component and a dividend component.  The capital component is GBP 0.10 which will be converted to ZAR based on the opening exchange rate on Friday 15 May 2020, being the Second Record Date and closing date of the Odd-lot Offer. 

 

The dividend component will be the difference between the Offer Price and capital component converted to ZAR. The dividend component will constitute a "dividend" as such term is used for purposes of the dividends tax provisions contained in the South African Income Tax Act, 1962 (the "Income Tax Act"). For shareholders on the SA Register who participate in the Odd-lot Offer a liability for South African dividends tax at the full rate of 20% will arise in accordance with the Income Tax Act in the event that the shareholder does not qualify for an exemption from the dividends tax and to the extent that the shareholder does not qualify for a reduced rate of dividends tax in terms of an applicable Double Taxation Agreement ("DTA") entered into by South Africa.

 

The dividend component of the Offer Price will be exempt from South African dividends tax, or subject to a reduced rate of South African dividends tax as a result of the application of a DTA entered into by South Africa, in the event that the beneficial owner of Odd-lot Shares has, by the date of payment of the Offer Price, submitted to its Regulated Intermediary both the required declaration and written undertaking, in such form as may be prescribed by the Commissioner for the South African Revenue Service.

 

In the event that any Odd-lot Holder on the SA Register does not qualify for an exemption from South African dividends tax or a reduction in the rate of South African dividends tax, or does not timeously submit to their Regulated Intermediary the required declaration and written undertaking, the Regulated Intermediary will withhold from the dividend component of the Offer Price South African dividends tax at the full rate of 20% of the dividend component of the Offer Price in order to enable it to make payment of such South African dividends tax.

 

On 15 May 2020 following the closing of the Odd-lot Offer, the Company will announce the applicable exchange rate and the final allocation of the Offer Price for Odd-lot Holders on the SA Register as between the capital component and a dividend component.  The general description of the South African tax treatment of participating in the Odd-lot Offer on the Company's website quilter.com/OLO will also be updated accordingly.

 

 

Update on the Share Buyback Programme

The Company also confirms that, as set out in its announcement dated 11 March 2020 (Share  buyback programme), as the aggregate consideration payable by the Company under the Odd-lot Offer is expected to be less than £25 million, the UK Buyback will be increased by a further £5 million with this to be executed by J.P. Morgan Securities plc once the initial £22.5 million tranche of the UK Buyback has been completed, which as announced on 30 March 2020 will be no later than 29 May 2020. The total UK Buyback of £27.5 million is expected to be completed no later than 4 June 2020.

 

 

Enquiries:

Investor Relations: John-Paul Crutchley	+44 (0)7741 385 251
Company Secretary: Patrick Gonsalves	+44 (0)20 7778 9670
Corporate Affairs:   Jane Goodland	+44 (0)7790 012 066

 

 

Registrars

If you are a Quilter shareholder and have a question about the Odd-lot Offer or your Quilter shares, please contact our Registrars using the contact details below.

 

Shareholders on the UK Register
Equiniti	Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA   https://help.shareview.co.uk   Tel: +44 (0)333 207 6514* (calling from the UK) Tel: +44 (0)121 415 0993 (calling from overseas)   *Lines are open Monday to Friday between 09:00 and 17:00 (UK time), excluding public holidays in England and Wales.

 

Shareholders on the South African Register
Link Market Services South Africa (PTY) Limited	Link Market Services South Africa (PTY) Limited, PO Box 10462, Johannesburg, 2000, South Africa   Email: [email protected]   Tel: 086 140 0110/086 154 6566 (calling from South Africa) Tel: +27 11 029 0251/+27 11 715 3000 (calling from overseas)

 

Shareholders in Namibia
Transfer Securities (PTY) Limited	Transfer Securities (PTY) Limited, PO Box 2401, Windhoek, Namibia   Email: [email protected]   Tel: +264 (0) 227 647

 

Shareholders in Malawi
National Bank of Malawi	National Bank of Malawi, PO Box 945, Blantyre, Malawi   Email: [email protected]   Tel: +265 182 0622/+265 182 0054

 

Shareholders in Zimbabwe
Corpserve Registrars (PVT) Ltd	Corpserve Registrars (PVT) Ltd, PO Box 2208 Harare, Zimbabwe   Email: [email protected]   Tel: +263 242 751 559/+263 242 751 561

 

 

About Quilter plc:

Quilter plc is a leading wealth management business in the UK and internationally, helping to create prosperity for the generations of today and tomorrow.

 

Quilter plc oversees £95.3 billion in investments (as at 31 March 2020).

 

It has an adviser and customer offering spanning: financial advice; investment platforms; multi-asset investment solutions; and discretionary fund management.

 

The business is comprised of two segments: Advice and Wealth Management and Wealth Platforms.

 

Advice and Wealth Management encompasses the financial planning business, Quilter Financial Planning, Quilter Private Client Advisers and Quilter Financial Advisers; the discretionary fund management business, Quilter Cheviot; and Quilter Investors, the Multi-asset investment solutions business. Wealth Platforms includes the Old Mutual Wealth UK Platform and Quilter International, including AAM Advisory in Singapore.

 

Since its IPO in June 2018, the Group's businesses have progressively re-branded to Quilter. The UK Platform will be the final business to rebrand; this will follow the safe delivery of the new platform technology. Descriptor for re-branded business units:

 

 

Previous	New
Intrinsic	Quilter Financial Planning
Old Mutual Wealth Private Client Advisers	Quilter Private Client Advisers
Quilter Investors	Quilter Investors
Quilter Cheviot	Quilter Cheviot
UK Platform	Quilter Investment Platform
International	Quilter International