Distribution to Shareholders
AFRICAN PHOENIX INVESTMENTS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1946/021193/06)
Ordinary share code: AXL ISIN: ZAE000221370
(“African Phoenix” or “the Company”)
DISTRIBUTION TO SHAREHOLDERS
Shareholders are referred to the ‘Proposed Merger of Zarclear and African Phoenix, API Capital
Acquisition and Cautionary Announcement’ released on SENS simultaneously with this announcement
wherein it is stated, inter alia, that further to its assessment that African Phoenix has funds surplus to its
requirements and strategic objectives, the board of directors of African Phoenix (“Board”) has resolved
to distribute R599,342,214.24 of its surplus funds by way of a distribution.
Shareholders are hereby advised that on 29 November 2019, the Board resolved to declare a capital
reduction distribution as a return of contributed tax capital (“Distribution”). The Distribution amount of
R599,342,214.24, which equates to 42.00 cents per ordinary share, is not subject to dividend
withholdings tax as the Distribution is paid out of capital reserves. As the Distribution will be regarded
as a return of capital and may 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 there
were 1 427 005 272 ordinary shares (or “A Shares”) and 300,000,000 unlisted B ordinary no par value
shares in issue.
The Company’s income tax reference number is 9850164717.
In compliance with the Companies Act, 71 of 2008, as amended, the Board confirms that the Company
will satisfy the solvency and liquidity test immediately after completion of the Distribution.
The timetable for the Distribution is as follows:
Declaration and finalisation date Tuesday, 3 December 2019
Last day to trade “cum-Distribution” Tuesday, 7 January 2020
First day to trade “ex-Distribution” Wednesday, 8 January 2020
Record date Friday, 10 January 2020
Payment date Monday, 13 January 2020
Share certificates will not be able to be rematerialised or Wednesday, 8 January 2020 and
dematerialised between (both days inclusive) Friday, 10 January 2020
3 December 2019
Date: 03-12-2019 05:30:00
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