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Declaration of Cash Distribution
PBT Group Limited
(Incorporated in the Republic of South Africa)
(Registration number:1936/008278/06)
JSE Code: PBG
ISIN: ZAE000256319
(“PBT Group” or “the Company”)
Declaration of Cash Distribution
The company's distribution policy is to consider an interim and a final distribution in respect of each
financial year. At its discretion, the board of directors of PBT Group (the “Board”) may consider a special
or ad hoc distribution, where appropriate. Depending on the perceived need to retain funds for
expansion or operating purposes, the Board may also elect not to pay distributions.
On Thursday, 26 May 2022, the Board resolved to declare a further special distribution of 30 cents per
PBT Group ordinary share (“Distribution”). The total Distribution will equate to R31.8 million. The
required exchange control approval of the Distribution has been obtained from the South African
Reserve Bank.
Over the past number of years PBT Group has traded profitably and regularly paid a portion of its
earnings as distributions. As such, the undistributed portion of earnings has been accumulating.
Furthermore, during the 2022 financial year, PBT Group funded various Broad-Based Black Economic
Empowerment vehicles to purchase shares in PBT Group (“B-BBEE assets”). PBT Group receives
funds from these B-BBEE assets in the form of interest, preference dividends and capital repayments.
As a result, PBT Group is in a position to declare the Distribution.
Each PBT Group shareholder will be able to elect to receive the Distribution as either a dividend as
defined by the Income Tax Act, Act 58 of 1962, or as a capital reduction distribution. If no election is
made, the default option will be that a dividend will be paid to such PBT Group shareholders
(“Shareholders”). An Election Form (for use by certificated Shareholders) containing details of the
Distribution and election, will be distributed to Shareholders today, Friday, 27 May 2022. An electronic
copy of the Election Form is available for download on PBT Group’s website at
https://www.pbtgroup.co.za/investor-relations/#sens
The implications of the election detailed above are as follows:
• A gross special dividend of 30 cents per PBT Group ordinary share from income reserves will
be subject to dividend withholding tax at a rate of 20%. Consequently, a net dividend of 24
cents per share will be distributed to those Shareholders who are not exempt from paying
dividend tax. In terms of dividend tax legislation, the dividend tax amount due will be withheld
and paid over to the South African Revenue Service by a nominee company, stockbroker or
Central Securities Depository Participant (“CSDP”) (collectively “regulated intermediary”) on
behalf of the Shareholders. However, all Shareholders choosing this option should declare their
status to their regulated intermediary, as they may qualify for a reduced dividend tax rate or
exemption.
• A capital reduction distribution of 30 cents per PBT Group ordinary share is not subject to
dividend withholding tax as the Distribution is paid out of capital reserves. As the Distribution
will be regarded as a return of capital in this case and may therefore have potential capital gains
tax consequences, Shareholders are advised to consult their tax advisers regarding the impact
of the Distribution.
As at the date of declaration of this Distribution there were 105 915 317 PBT Group ordinary shares in
issue. The Company’s income tax reference number is 9725148713.
In compliance with the Companies Act, Act 73 of 2008, as amended, the Board confirms and has
resolved that the Company will satisfy the solvency and liquidity test immediately after payment of the
Distribution.
In accordance with the provisions of Strate Proprietary Limited, the electronic settlement and custody
system used by the JSE Limited, the relevant dates for the Distribution are expected to be as follows:
2022
Announcement of Distribution published on Friday, 27 May
SENS
Election period opens Friday, 27 May
Last day to trade “cum Distribution” Monday, 13 June
First trading day “ex Distribution” Tuesday, 14 June
Record date Friday, 17 June
Election period closes by 12:00 on Friday, 17 June
Payment date Monday, 20 June
No share certificates may be dematerialised or rematerialised between Tuesday, 14 June 2022 and
Friday, 17 June 2022, both days inclusive. Only Shareholders recorded in the Company’s share register
as at the record date are entitled to receive the Distribution.
Payments for certificated Shareholders will be transferred electronically to their bank accounts on the
payment date. Shareholders who hold dematerialised shares will have their accounts at their CSDP or
stockbroker credited on Monday, 20 June 2022.
27 May 2022
Cape Town
Investor Relations Contact
Francois de Wet
Francois.dewet@pbtgroup.nl
+31 6 59 35 36 25
Sponsor
Questco Corporate Advisory Proprietary Limited
Date: 27-05-2022 09:00:00
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