INVICTA HOLDINGS LIMITED - Finalisation announcement: special dividend to ordinary shareholders

Finalisation announcement: special dividend to ordinary shareholders

Invicta Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1966/002182/06)
Ordinary Share code: IVT ISIN code: ZAE000029773
Preference Share code: IVTP ISIN: ZAE000173399
(“Invicta” or “the Company”)

FINALISATION   ANNOUNCEMENT:   SPECIAL   DIVIDEND   TO   ORDINARY
SHAREHOLDERS

Ordinary   shareholders  are   referred  to   the  declaration
announcement released on SENS on 9 January 2015 (“Declaration
Announcement”) in terms of which the board of directors of the
Company (“the Board”) declared a gross special ordinary cash
dividend of 2 024,33321 cents per ordinary share payable to
ordinary shareholders on Monday, 2 February 2015, subject to
approval from the South African Reserve Bank (“Special
Dividend”).

Further to the Declaration Announcement, ordinary shareholders
are advised that the South African Reserve Bank has granted
formal approval for the Special Dividend.     Accordingly, the
declaration of the Special Dividend is now unconditional and
will be paid to ordinary shareholders in accordance with the
final terms as set out below.

The Special Dividend declared will be paid from income reserves.
The dividend withholding tax ("DWT") rate is 15%. The Company
will utilise a STC Credit (as defined in section 64D of the
Income Tax Act) of R1 500 000 000. The Company will reduce its
STC Credit by an amount of 2 024,33321 cents per ordinary share
resulting in a net special dividend of 2 024,33321 cents per
ordinary share to those ordinary shareholders who are not exempt
from dividend tax. The total STC Credit to be utilised as part
of the Special Dividend declaration amounts to R 1 499 999 997,
being 2 024,33321 cents per ordinary share. In terms of section
64J(1) of the Income Tax Act no DWT is payable by ordinary
shareholders who are not exempt from DWT. In terms of section
64J(2)(b) of the Income Tax Act, ordinary shareholders which are
companies will obtain an STC Credit arising from the dividend
received. The Special Dividend will reduce the Company’s STC
Credit at the time of the Special Dividend from R1 500 000 000
to R3. The net amount payable to ordinary shareholders is R1
499 999 997, being 2 024,33321 cents per ordinary share based
on the current number of 74 098 473 ordinary shares with a par
value of R0.05 (five cents) in issue after deducting ordinary
shares held in treasury. The directors have reasonably concluded
that the Company will satisfy the solvency and liquidity test
immediately after the Special Dividend distribution. The income
tax reference number of Invicta is 9400/012/03/6.
Salient dates and times

Ordinary shareholders should take note of the following salient
dates and times for the payment of the Special Dividend:

                                                    2015

Finalisation data released                     Friday, 16 January
on SENS

Last day to trade (“cum” the                   Friday, 23 January
February 2015 dividend) in order
to participate in the dividend

Ordinary shares start trading “ex”             Monday, 26 January
the February 2015 dividend

Record date for purposes of                    Friday, 30 January
determining the registered
holders of Invicta ordinary shares
to participate in the dividend
at close of business on

Payment date                                   Monday, 2 February

Ordinary share certificates may not be dematerialised or
rematerialized between Monday, 26 January 2015 and Friday, 30
January 2015, both dates included.


By order of the Board
GM Chemaly
Company Secretary

Cape Town

16 January 2015

Corporate Advisor and Lead Transaction Sponsor: Bravura Capital
(Proprietary) Limited

Lead Independent Sponsor: Deloitte & Touche Sponsor Services
(Proprietary) Limited
Tax Advisors: Edward Nathan Sonnenbergs Inc.

Date: 16/01/2015 12:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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