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Declaration and Finalisation Announcement for the Cash Distribution with the Election to Reinvest and Posting of Cir
SAFARI INVESTMENTS RSA LIMITED
Approved as a REIT by the JSE Limited
(Incorporated in the Republic of South Africa)
(Registration number 2000/015002/06)
Share code: SAR ISIN: ZAE000188280
(“Safari” or “the Company”)
DECLARATION AND FINALISATION ANNOUNCEMENT FOR THE CASH
DISTRIBUTION WITH THE ELECTION TO REINVEST AND POSTING OF
CIRCULAR
The directors of Safari have approved and declared a gross cash
distribution of 34 cents per share with the election to reinvest
the cash distribution in return for Safari shares in the ratio
of 4.47368 new Safari shares for every 100 Safari shares held.
POSTING OF CIRCULAR
Safari will post a circular to shareholders on Monday, 19 June
2017 setting out full particulars relating to the cash
distribution with the election to reinvest the cash distribution
in return for Safari shares (“Circular”).
SALIENT DATES AND TIMES
The following salient dates and times are applicable to the cash
distribution with the option to reinvest the cash distribution
for ordinary Safari shares:
2017
Declaration and finalisation Thursday, 15 June
announcement on SENS for the cash
distribution or share reinvestment
alternative
Circular and enclosed forms posted to Monday, 19 June
shareholders
Last day to trade (“LDT”) cum Tuesday, 4 July
distribution or share reinvestment
alternative
Shares to trade ex distribution Wednesday, 5 July
Listing of maximum possible number of Friday, 7 July
share reinvestment alternative shares
commences on the JSE Limited (“JSE”)
Last day to elect to receive the share Friday, 7 July
reinvestment alternative (no late Form
A (form of election) will be accepted)
at 12:00 (South African time)
Record date for the cash distribution Friday, 7 July
or share reinvestment alternative
Announcement of results of cash Monday, 10 July
distribution and share reinvestment
alternative on SENS
Cheques posted to certificated Monday, 10 July
shareholders and accounts credited by
CSDP or broker to dematerialised
shareholders electing the cash
alternative on or about
Share certificates posted to Wednesday, 12 July
certificated shareholders and accounts
credited by CSDP or broker to
dematerialised shareholders electing
the share reinvestment alternative on
or about
Adjustment to shares listed on the JSE Thursday, 13 July
Limited on or about
Notes:
1. Shareholders electing the share reinvestment alternative are
alerted to the fact that the new shares will be listed on LDT +
3 and that these new shares can only be traded on LDT + 3, due
to the fact that settlement of the shares will be three days
after record date, which differs from the conventional one day
after record date settlement process.
2. Shares may not be dematerialised or rematerialised between
commencement of trade on Wednesday, 5 July 2017 and the close
of trade on Friday, 7 July 2017.
FRACTIONS
The option to elect the share reinvestment alternative will be
based on and be calculated at 4. 47368 new Safari shares for
every 100 Safari shares held. The number of shares to which
shareholders will become entitled will be calculated on the
following basis:
New Safari ordinary shares = (number of Safari ordinary shares
held X 4. 47368 ÷ 100)
Trading in the electronic Strate environment does not permit
fractions and fractional entitlements in respect of shares.
Accordingly, should a shareholder elect the share reinvestment
alternative and should the application of the abovementioned
formula give rise to a fraction of a new share, such fraction
will be rounded down to the nearest whole number, resulting in
the allocation of whole shares and a payment to the shareholder
in respect of the remaining cash amount due to that shareholder
under the cash distribution. The remaining cash amount portion
will be subject to dividend tax as detailed in the
belowmentioned paragraph.
TAX IMPLICATIONS
In accordance with Safari’s status as a Real Estate Investment
Trust (“REIT”), shareholders are advised that the dividend meets
the requirements of a “qualifying distribution” for the purposes
of section 25BB of the Income Tax Act, No 58 of 1962 (“Income
Tax Act”). The dividends on the shares will be deemed to be
dividends for South African tax purposes in terms of section
25BB of the Income Tax Act.
Tax implications for South African resident shareholders
Dividends received by or accrued to South African tax residents
must be included in the gross income of such shareholders and
will not be exempt from income tax in terms of the exclusion to
the general dividend exemption contained in section
10(1)(k)(i)(aa) of the Income Tax Act because they are dividends
distributed by a REIT. These dividends are however exempt from
dividend withholding tax (“Dividend Tax”) in the hands of South
African resident shareholders provided that the South African
resident shareholders have provided to the CSDP or broker, as
the case may be, in respect of uncertificated shares, or the
company, in respect of certificated shares, a DTD(EX) (Dividend
Tax: Declaration and undertaking to be made by the beneficial
owner of a share) form to prove their status as South African
residents.
If resident shareholders have not submitted the abovementioned
documentation to confirm their status as South African
residents, they are advised to contact their CSDP, or broker, as
the case may be, to arrange for the documents to be submitted
prior to the payment of the dividend.
Tax implications for non-resident shareholders
Dividends received by non-resident shareholders from a REIT will
not be taxable as income and instead will be treated as ordinary
dividends which are exempt from income tax in terms of the
general dividend exemption in section 10(1)(k)(i) of the Income
Tax Act. With effect from 1 January 2014, any dividend received
by a non-resident from a REIT will be subject to Dividend Tax at
20%, unless the rate is reduced in terms of any applicable
agreement for the avoidance of double taxation (“DTA”) between
South Africa and the country of residence of the non-resident
shareholder. Assuming Dividend Tax will be withheld at a rate of
20%, the net distribution amount due to non-resident
shareholders is 27.2 cents per share with the election to
reinvest the cash distribution in return for Safari shares in
the ratio of 3.57894 new Safari shares for every 100 Safari
shares held. A reduced dividend withholding rate in terms of the
applicable DTA may only be relied on if the non-resident
shareholder has provided the following forms to their CSDP or
broker, as the case may be, in respect of uncertificated shares,
or the company, in respect of certificated shares:
- a declaration that the dividend is subject to a reduced
rate as a result of the application of a DTA; and
- a written undertaking to inform the CSDP, broker or the
company, as the case may be, should the circumstances
affecting the reduced rate change or the beneficial
owner cease to be the beneficial owner, both in the form
prescribed by the Commissioner for the South African
Revenue Service.
If applicable, non-resident shareholders are advised to contact
the CSDP, broker or the company, as the case may be, to arrange
for the abovementioned documents to be submitted prior to
payment of the dividend if such documents have not already been
submitted.
Other information
- The ordinary issued share capital of Safari is 191 257 646
ordinary shares of no par value before any election to
reinvest the cash distribution.
- Income tax reference number of Safari: 9012/264/14/0.
- The share reinvestment alternative is based on a share
price of R7.60 per Safari share.
Shareholders are encouraged to consult their professional
advisors should they be in any doubt as to the appropriate
action to take.
JURISDICTION
The distribution of the Circular and/or accompanying documents
and the right to elect share reinvestment alternative shares in
jurisdictions other than the Republic of South Africa may be
restricted by law and a failure to comply with any of these
restrictions may constitute a violation of the securities laws
of any such jurisdictions. The shares have not been and will not
be registered for the purposes of the election under the
securities laws of the United Kingdom, European Economic Area,
Canada, United States of America, Japan or Australia and
accordingly are not being offered, sold, taken up, re-sold or
delivered, directly or indirectly, to recipients with registered
addresses in such jurisdictions.
19 June 2017
Pretoria
Sponsor and corporate adviser: PSG Capital
Date: 19/06/2017 01:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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