RMB HOLDINGS LIMITED - Return of R2 billion, declaration of special dividend

Return of R2 billion, declaration of special dividend

RMB HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1987/005115/06
ISIN: ZAE000024501
Share Code: RMH
(“RMH” or the "Company")

RETURN OF R2 BILLION, DECLARATION OF SPECIAL DIVIDEND

Further to the announcement released on SENS by RMH on 7 September 2022 advising that the disposal of
Atterbury Europe Holding B.V. had become unconditional, RMH is pleased to announce that the disposal has
been implemented and the sale proceeds received on the same day.

The board of RMH is of the view that the sale proceeds should be distributed to shareholders in the form of a
special dividend. The sale proceeds of R1.75 billion would equate to 123.96373 cents per RMH share. Taking
into consideration the stated strategy of RMH, being the realisation of the portfolio over the next four to five
years, balanced against the liquidity requirements of RMH, the board of RMH has decided to return additional
capital on hand to shareholders, resulting in an increase in the special dividend by 17.70910 cents per RMH
share. The additional capital emanates from the return of some of the cash endowment retained to fund the
operations of RMH as well as a repayment by Atterbury Property Holdings Proprietary Limited of close to R45
million on its facility with RMB, a division of FirstRand Bank Limited, guaranteed by RMH through a cash
cession.

Accordingly, notice is hereby given that on 8 September 2022 the board of RMH passed the necessary
resolutions to declare a gross special dividend of 141.67283 cents per RMH share in the aggregate of which:

     • 17.98676 cents per share is payable out of contributed tax capital and not subject to dividend
       withholding tax; and
     • 123.68607 cents per share is payable out of income reserves and will be subject to dividend
       withholding tax at a rate of 20%, resulting in a net amount of 98.94886 cents per share for those
       shareholders who are not exempt.

The total net dividend will therefore be 116.93562 cents per share, for those shareholders who are not exempt
from dividend withholding tax.

RMH’s tax reference number is 9950/098/71/6 and its issued share capital at the declaration date comprises
1 411 703 218 ordinary shares.

The special dividend is subject to Exchange Control approval. A further announcement will be released once
Exchange Control approval has been obtained.

Shareholders’ attention is drawn to the following important dates:

Finalisation date (announcement to be released on SENS by 11h00)           Tuesday, 27 September 2022
Last day to trade in order to participate in this special dividend         Tuesday, 4 October 2022
Shares commence trading ex-dividend on                                     Wednesday, 5 October 2022
Record date                                                                Friday, 7 October 2022
Special dividend payment date                                              Monday, 10 October 2022

No dematerialisation or rematerialisation of share certificates may occur between Wednesday, 5 October 2022
and Friday, 7 October 2022 (both days inclusive).

Sandton
9 September 2022

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Date: 09-09-2022 09:20:00
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