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Cash payment in terms of capitalisation issue fractional entitlements
FORTRESS REAL ESTATE INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2009/016487/06)
JSE share code: FFB
ISIN: ZAE000248506
Bond company code: FORI
LEI: 378900FE98E30F24D975
("Fortress" or the "Company")
CASH PAYMENT IN TERMS OF CAPITALISATION ISSUE FRACTIONAL ENTITLEMENTS
Shareholders are referred to:
- the declaration announcement released on SENS on 22 March 2024 (the "declaration announcement");
- the circular (the "circular") distributed to shareholders in respect of a cash dividend of 81.44308 cents per
share, with an option for eligible Fortress B shareholders to elect to receive new fully paid-up Fortress B
shares (the "capitalisation shares") for all or part of their Fortress B shareholding as at the record date,
being Friday, 12 April 2024 (the "record date"); and
- the finalisation announcement released on SENS on 2 April 2024 (the "finalisation announcement")
detailing, inter alia, the reference price to be used to calculate the number of capitalisation shares to which
each eligible Fortress B shareholder will be entitled pursuant to the capitalisation issue, which was set at
1 410.99122 cents per Fortress B share.
The allocation of new Fortress B shares will be such that any eligible Fortress B shareholders who elect to receive
capitalisation shares for all or part of their Fortress B shareholding as at the record date, will not be allocated a
fraction of a new Fortress B share. Any entitlement to receive a fraction of a new Fortress B share will be rounded
down to the nearest whole number, resulting in only whole Fortress B shares being allocated in respect of the
capitalisation issue, and the value of the fraction being paid in cash to shareholders, less dividend withholding tax
at a rate of 20%, which may be payable by shareholders liable for dividend withholding tax. Shareholders are
referred to the tax implications as set out in the circular and in the declaration announcement.
Shareholders are advised that the cash payment for fractional entitlements has been calculated as the volume
weighted average price of a Fortress B share traded on the JSE on Wednesday, 10 April 2024 of 1 484.66110 cents
discounted by 10%, being 1 336.19499 cents per Fortress B share. The gross fraction amount to be paid will
therefore be 1 336.19499 cents and the net fraction amount to be paid will be 1 068.95599 cents for payments
which are subject to dividend withholding tax at a rate of 20%.
Per the finalisation announcement, a Fortress B shareholder who held 100 Fortress B shares at the close of business
on the record date and elected to receive the capitalisation shares for their entire Fortress B shareholding is entitled
to receive 5.77205 new fully paid-up Fortress B shares. Accordingly, such shareholder will receive 5 new fully
paid-up Fortress B shares and a gross cash payment of 1 031.60934 cents (being 0.77205 x 1 336.19499 cents), or,
for payments that are subject to dividend withholding tax at a rate of 20%, 5 new fully paid-up Fortress B shares
and a net cash payment of 825.28747 cents (being 0.77205 x 1 068.95599 cents).
11 April 2024
Lead sponsor Joint sponsor
Java Capital NedbankCorporate and Investment Banking,
(a division of Nedbank Limited)
Date: 11-04-2024 10:35:00
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