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HAMMERSON PLC - Interim 2020 Dividend and Enhanced Scrip Dividend Alternative -Currency Conversion and Scrip Reference Share Price

Release Date: 17/11/2020 10:39
Code(s): HMN     PDF:  
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Interim 2020 Dividend and Enhanced Scrip Dividend Alternative -Currency Conversion and Scrip Reference Share Price

Hammerson plc
(Incorporated in England and Wales)
(Company number 360632)
LSE share code: HMSO       JSE share code: HMN
ISIN: GB00BK7YQK64
(“Hammerson” or “the Company”)


Interim 2020 Dividend and Enhanced Scrip Dividend Alternative

Currency Conversion and Scrip Reference Share Price Announcement


THIS ANNOUNCEMENT (AND THE INFORMATION CONTAINED HEREIN) IS NOT FOR RELEASE,
PUBLICATION, DISTRIBUTION OR FORWARDING, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

FOR IMMEDIATE RELEASE



17 November 2020

On 11 November 2020, the Company announced its intention to pay Shareholders an interim dividend
of 0.2p per Share (the “Interim 2020 Dividend”), with an enhanced scrip dividend alternative of 2p
per Share (the “Enhanced Scrip Dividend Alternative”). Both the Interim 2020 Dividend and the
Enhanced Scrip Dividend will be paid as a Property Income Distribution (“PID”), net of withholding tax
where appropriate.

The Enhanced Scrip Dividend Alternative is conditional upon, among other things, the passing of
certain Resolutions by Shareholders which will be proposed at the General Meeting to be held at 9.00
a.m. (London time) and 11.00 a.m. (South African Standard Time) on 4 December 2020. The timetable
for the payment of the Interim 2020 Dividend and the Enhanced Scrip Dividend Alternative is set out
at the end of this announcement. The deadline by which Shareholders can elect to participate in the
Enhanced Scrip Dividend Alternative is 4 December 2020.

A guide containing the terms and conditions of the Enhanced Scrip Dividend Alternative is available
on the Company's website, https://www.hammerson.com/investors/shareholder-information/scrip-
dividend-scheme/.

Unless otherwise stated, capitalised terms in this announcement shall have the meanings given to
them in the Circular dated 11 November 2020 in connection with the proposed Interim 2020 Dividend
and     Enhanced       Scrip    Dividend      Alternative     which      can     be     found      at:
https://www.hammerson.com/investors/shareholder-information/general-meeting.

Scrip Reference Share Price

Shareholders electing to participate in the Enhanced Scrip Dividend Alternative will, for the Interim
2020 Dividend, receive such number of new fully paid Shares (the “New Shares”) as is equal to 2 pence
divided by the Scrip Reference Share Price, for each Share held on the Dividend Record Date.

The Scrip Reference Share Price which will be used in calculating the number of New Shares is
22.94p if you hold your Shares on the UK Register or 4.6236 Rand if you hold your Shares on
the South Africa Register.

For Shareholders on the UK Register, this figure is equal to the average of the middle market
quotations for Shares on the London Stock Exchange as derived from the daily Official List for the last
five dealing days ending on 16 November 2020, less the gross value of the Interim 2020 Dividend per
Share. For Shareholders on the South Africa Register, this figure is calculated based on the middle
market closing price of Shares on the JSE for the period from 10 November to 16 November (inclusive),
less the gross value of the Interim 2020 Dividend per Share.

Currency Conversion Rate

The Company confirms that the South African Rand exchange rate for the Interim 2020 Dividend will
be ZAR 20.1916 to GBP 1. The Interim 2020 Dividend and Enhanced Scrip Dividend Alternative are
payable in South African Rand to South Africa Shareholders. Shareholders will be paid as follows:

 PID                                                  UK Shareholders                   South Africa
                                                                                       Shareholders
                                                          (GBP pence)
                                                                                         (ZAR cents)

 Interim 2020 Dividend paid in cash

 Gross amount of PID                                                 0.2                     4.03832

 Less 20% UK withholding tax/20% South                              0.04                      0.80766
 Africa dividends tax

 Net PID dividend payable*                                          0.16                      3.23066

 Less 5% South Africa Shareholders                                   n/a                      0.20192
 excess reclaim

 Net PID dividend payable**                                          n/a                      3.02874
 Enhanced Scrip Dividend Alternative

 Gross amount of PID                                                2.00                     40.38320

 Less 20% UK withholding tax/20% South                              0.40                      8.07664
 Africa dividends tax

 Net PID dividend payable*                                          1.60                     32.30656

 Less 5% South Africa Shareholders                                   n/a                       2.01916
 excess reclaim

 Net PID dividend payable**                                          n/a                     30.28740




*Net position after South Africa Shareholders have claimed back 5% from HMRC under the double tax
agreement between the United Kingdom and South Africa.

** Before South Africa shareholders have claimed back 5% from HMRC under the double tax agreement
between the United Kingdom and South Africa.

Expected Timetable of Events

 EVENT                                                         DATE

 Date on which Shareholders must be recorded on the South      6 November 2020
 Africa Register to receive the Circular

 Scrip Reference Share Price calculation dates (UK and South   10 November to 16 November 2020
 Africa)                                                       (inclusive)

 Posting of the Circular and announcement on SENS              11 November 2020
 (declaration announcement)

 Currency conversion announced on SENS (Sterling/Rand)         By     11:00   a.m.   (South     African
 (Finalisation announcement)                                   Standard Time) on 17 November
                                                               2020

 Scrip Reference Share Price announcement date                 By 9:00 a.m. (London time) and
                                                               11:00 a.m. (South African Standard
                                                               Time) on 17 November 2020


 Last day to trade cum dividend (South Africa)                 17 November 2020

 Last day to trade cum dividend (UK)                           18 November 2020

 Ex-dividend Date (South Africa)                               18 November 2020

 Ex-dividend Date (UK)                                         19 November 2020

 Dividend Record Date (UK and South Africa)                    5:30 p.m. (London time) or 5:00pm
                                                               (South African Standard Time) on
                                                               20 November 2020

 General Meeting                                               9:00 a.m. (London time) and 11:00
                                                               a.m. (South African Standard
                                                               Time) on 4 December 2020

 Last date for Shareholders on the South Africa Register to    12:00 p.m. (South African Standard
 elect to receive the Enhanced Scrip Dividend Alternative      Time) on 4 December 2020

 Last date for Link Asset Services to receive Forms of Election 5:00 p.m. (London time) on 4
 from Shareholders on the UK Register holding certificated      December 2020
 Shares electing to receive the Enhanced Scrip Dividend
 Alternative

 Last date for Shareholders on the UK Register holding          5:00 p.m. (London time) on 4
 uncertificated Shares on CREST to elect to receive the         December 2020
 Enhanced Scrip Dividend Alternative

 Dividend Payment Date (UK)                                     18 December 2020
 Expected date of issue, admission and first day of dealings
 in the New Shares on the London Stock Exchange

 Dividend Payment Date (South Africa)                           18 December 2020
 CSDP accounts credited on the South Africa Register
 Expected date of issue, admission and first day of dealings
 in the New Shares on the JSE



Notes:

1. Transfers of Shares between the UK Register and the South Africa Register will not be permitted
between 18 November 2020 and the close of business on 20 November 2020, both dates inclusive.

2. Shareholders registered on the South Africa Register should note that, in accordance with the
requirements of Strate, no dematerialisation or rematerialisation of shares will be possible from 18
November 2020 to 20 November 2020, both dates inclusive.
3. The Interim 2020 Dividend should be regarded as a 'foreign dividend' for South Africa income tax
and dividends tax purposes.

4. South Africa dividends tax, at the rate of 20% will apply to cash PIDs and dividends payable by the
Company unless the beneficial owner of the dividend is exempt from South Africa dividends tax (e.g.
if it is a South African resident company). Under the double tax agreement between the UK and South
Africa, the maximum tax payable in the UK is 15%. South African resident shareholders are therefore
entitled to claim the excess of 5% from HMRC. As South Africa shareholders are entitled to reclaim this
excess from HMRC, the maximum rebate allowable in respect of the UK withholding tax against the
South Africa dividends tax is 15%, which means that the regulated intermediary (i.e. CSDP or broker)
will have to withhold a further 5% from the dividend in South Africa to bring the total dividends tax to
20%. In summary, therefore, 20% will be withheld in the UK, a further 5% will be withheld in South
Africa (where appropriate), but South African resident shareholders will be entitled to claim back 5%
from HMRC, which will bring the overall total to 20%.

5. As the Company is offering the Enhanced Scrip Dividend Alternative for the Interim 2020 Dividend,
it intends to suspend the Dividend Reinvestment Plan ("DRIP"). Participation in the DRIP does not
confer automatic participation in the Enhanced Scrip Dividend Alternative and so participants in the
DRIP who wish to receive the Enhanced Scrip Dividend Alternative will need to elect to participate in
the Enhanced Scrip Dividend Alternative by the applicable election process described above.

 Registered Office        UK Registrars               SA Transfer Secretaries
 Kings Place              Link Asset Services         Computershare Investor
 90 York Way              The Registry                Services Proprietary Limited
 London                   34 Beckenham Road           (Registration number
 N1 9GE                   Beckenham                   2004/003647/07)
 United Kingdom           Kent                        1st Floor, Rosebank Towers
                          BR3 4TU                     15 Biermann Avenue,
                          United Kingdom              Rosebank, 2196
                                                      South Africa
                                                      (Private Bag, X9000, Saxonwold 2132 South
                                                      Africa)

For further information contact:

Josh Warren
Head of Investor Relations
Tel: +44 20 7887 1053
josh.warren@hammerson.com




Hammerson has its primary listing on the London Stock Exchange and a secondary inward
listing on the Johannesburg Stock Exchange.
Sponsor:

Investec Bank Limited


This announcement is for information purposes only and is not intended to, and does not, constitute or
form part of any offer to sell or issue, or the solicitation of an offer to purchase, subscribe for or otherwise
acquire any securities of the Company, whether pursuant to this announcement or otherwise.

The New Shares have not been and will not be registered under the United States Securities Act of 1933,
as amended (the "US Securities Act"), or with any securities regulatory authority or under the relevant
laws of any state or other jurisdiction of the United States, and may not be offered, sold, taken up,
exercised, resold, pledged, renounced, transferred or delivered, directly or indirectly, into or within the
United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the
registration requirements of the US Securities Act and in compliance with any applicable securities laws
of any state or other jurisdiction of the United States. There has been and will be no public offering of the
New Shares in the United States.

The release, publication or distribution of this announcement in jurisdictions outside the United Kingdom
may be restricted by law and, therefore, persons into whose possession this announcement comes should
inform themselves about, and observe, such restrictions. Any failure to comply which such restrictions
may constitute a violation of the securities law of any such jurisdiction.

Date: 17-11-2020 10:39:00
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