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Informative Notice – 20190729 Naspers Capitalisation Issue Informative Notice Further Update
Naspers (South Africa): Capitalisation Issue
Informative Notice - Further Update (FTSE/JSE Africa Index Series)
29 July 2019
FTSE/JSE notes the forthcoming capitalisation issue in Naspers (South Africa, NPN, ZAE000015889)
whereby Naspers is divesting its international internet assets into a newly created entity which will be
incorporated in the Netherlands and listed on the Euronext Amsterdam with a secondary inward listing
on the Johannesburg Stock Exchange, with Naspers retaining a majority ownership in the Prosus
(expected to be at least 73%). Shareholders will by default receive shares in Prosus on a one for one
basis; with an option to instead elect to receive additional Naspers shares at terms of 0.36986 for every
Naspers share currently held.
Subject to regulatory and shareholder approvals and based on the current timetable, FTSE/JSE
anticipates the following treatment:
Wednesday 11 September 2019 (from market open)
Naspers will trade ex-entitlement to participate in the Capitalisation issue. Prosus will be added into the
same indexes as Naspers (including the FTSE/JSE Top 40) based on the default terms of one for one and
at an estimated open price, with the event being market cap neutral in all indexes.
Prosus will commence trading on Johannesburg Stock Exchange
Friday 13 September 2019 (midday)
The election period to elect the Naspers share alternative closes.
At the earliest, on Monday 16 September 2019 (at market close)
Further notices will be published confirming the update to Prosus shares in issue and investability weight
to incorporate the shares held by Naspers, its foreign company status, and the potential decrease in
index shares in accordance with the election results. A concurrent shares in issue update will be applied
to Naspers (to counter the decrease in Prosus per election results).
For the indexes that have a fixed number of constituents, the indexes will be ranked using the closing
prices on Monday 16 September 2019, with the investible market capitalisation for Naspers and Prosus
determined on a forward looking basis, incorporating the index changes as a result of the elections, with
all changes being implemented in conjunction with the September review.
Monday 23 September 2019 (from market open)
The index changes as a result of the elections and the ranking process (as notified prior) will become
effective in conjunction with the September review changes.
For the Capped Indexes which Naspers is a member of:
The Naspers capitalisation issue event will be effective in the week that the quarterly index capping
factors are calculated. For clarification, the capping Ground Rules will remain unchanged and Naspers
and Prosus will be capped as two separate companies. There will be a delay with the publication of the
capping factors for the September review to allow for the calculation of capping factors incorporating the
election results.
Please note:
As part of the event FTSE/JSE want to move to the best estimate of the Prosus Strate free float. When
determining the Prosus free float FTSE/JSE will consider the following inputs:
?? The published election results
?? The resident / non-resident split of Naspers on the Strate Register as at the end of August, on
the basis that SA resident Naspers shareholders will receive their Prosus allocation on the Strate
Register and non-residents will not
?? The Naspers holdings in Prosus will be considered restricted and therefore excluded from the free
float calculation
The event may have an impact on the September quarterly review changes of indices with a fixed number
of constituents, as will be announced on 4 September 2019.
FTSE/JSE will issue further notices in due course.
For further information please contact FTSE Russell Client Services at info@ftserussell.com or call:
Australia +1800 653 680
Hong Kong +852 2164 3333
Japan +81 3 4563 6346
London +44 (0) 20 7866 1810
New York +1866 551 0617
Alternatively please visit our website at www.ftserussell.com
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Date: 29/07/2019 05:10:00
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