Shareholders are referred to the Company’s unaudited interim financial results for the six months ended 30 June 2017, published on the Stock Exchange News Service (“SENS”) on 8 August 2017 and in the press on 10 August 2017, in which they were advised of the Company’s declaration of an interim distribution of fully-paid Mpact ordinary shares of no par value (“the Scrip Distribution”) to ordinary shareholders (“Shareholders”) recorded in the register of the Company at the close of business on the Record Date, being Friday, 8 September 2017 (“Record Date”).
Shareholders will, however, be entitled to elect to receive a cash dividend of 15 cents per ordinary share of no par value held on the Record Date in respect of all or part of their ordinary shareholding, instead of the Scrip Distribution (“the Cash Dividend”).
A circular setting out the terms of the Scrip Distribution and Cash Dividend alternative, including a Form of Election, was posted to shareholders on Tuesday, 15 August 2017.
The Cash Dividend will be paid only to those:
The number of Scrip Distribution shares to which each Shareholder will become entitled pursuant to the Scrip Distribution (to the extent that such Shareholder has not elected to receive the Cash Dividend) will be determined by reference to such Shareholder’s ordinary shareholding in Mpact (at the close of business on the Record Date) in relation to the ratio that 15 cents bears to 2728 cents, representing the volume weighted average price (“VWAP”) of an ordinary Mpact share traded on the JSE during the 30-day trading period ended on Monday, 28 August 2017. The ratio of Scrip Distribution shares to which each Shareholder will become entitled pursuant to the Scrip Distribution (to the extent that such Shareholder has not elected to receive the Cash Dividend) is therefore 0.54985 Scrip Distribution shares for every 100 ordinary shares held on the Record Date. Where the application of this ratio gives rise to a fraction of an ordinary share, such fraction will be rounded down to the nearest whole number, resulting in allocations of whole ordinary shares and a cash payment for the fraction.
The applicable cash payment will be determined with reference to the VWAP of an ordinary Mpact share traded on the JSE on Wednesday, 6 September 2017, (being the day on which an ordinary Mpact share begins trading ‘ex’ the entitlement to receive the Scrip Distribution or the Cash Dividend alternative), discounted by 10%.
The applicable cash payment will be announced on SENS on Thursday, 7 September 2017.
Example of Scrip Distribution entitlement:
This example assumes that a Shareholder holds 100 ordinary shares at the close of business on the Record Date and does not elect to receive the Cash Dividend in respect of all or part of their shareholding.
New ordinary share entitlement =
100 x 15 cents
= 0.54985 new share
(then apply the Rounding Provision described above)
= 0 Scrip Distribution shares in respect of the 100 ordinary shares held and a cash payment for the fraction
29 August 2017
RAND MERCHANT BANK (A division of FirstRand Bank Limited)