Posting of Scrip Dividend Alternative Circular

RNS Number : 5099P

Sirius Real Estate Limited

20 June 2022

 

SIRIUS REAL ESTATE LIMITED

(Incorporated in Guernsey)

Company Number: 46442

JSE Share Code: SRE

LSE (GBP) Share Code: SRE

LEI: 213800NURUF5W8QSK566

ISIN Code: GG00B1W3VF54

20 June 2022

Sirius Real Estate Limited

("Sirius Real Estate" or the "Company")

Posting of Scrip Dividend Alternative Circular and

Scrip Dividend Reference Price and Exchange Rate

Sirius Real Estate is pleased to confirm that the Scrip Dividend Alternative Circular and (if appropriate) a Form of Election have today been posted to shareholders and will be  available on the Company's website later this afternoon: www.sirius-real-estate.com.

An overview timetable of events relating to the Scrip Dividend Alternative is set out below:

For Shareholders on the UK Share Register:

Announcement of Scrip Dividend Alternative	Monday, 13 June 2022
Announcement of Reference Price for the New Shares and the Euro to Sterling Conversion Rate released on RNS	Monday, 20 June 2022
Despatch the Scrip Circular and Form of Election and announce the despatch on RNS	Monday, 20 June 2022
Last day to trade in order to be eligible for the cash dividend or alternatively the scrip dividend	Wednesday, 6 July 2022
Shares commence trading ex the cash dividend or scrip dividend (the UK Ex-Dividend Date)	Thursday, 7 July 2022
Record Date for Shareholders on the UK Share Register	Friday, 8 July 2022
Deadline by which election to receive the New Shares or election to receive dividend entitlements in Sterling must have been received by the Registrars (Election Return Date)	5.00 p.m. (UK time) on Friday, 22 July 2022
Announcement on RNS of the number of New Shares issued	Wednesday, 10 August 2022
Despatch scrip dividend share certificates, Dividend cheques / electronic funds transfers and tax vouchers	Wednesday, 17 August 2022
CREST accounts credited and/or updated with the Dividend payment in cash and/or New Shares	Thursday, 18 August 2022
Admission of New Shares to the premium segment of the Official List and to trading on Main Market	Thursday, 18 August 2022
Dividend Payment Date	Thursday, 18 August 2022

For Shareholders on the SA Share Register:

Announcement of Scrip Dividend Alternative	Monday, 13 June 2022
Announcement of Reference Price for the New Shares and the Euro to ZAR Conversion Rate released on SENS	Monday, 20 June 2022
Despatch the Scrip Circular and Form of Election and announce the despatch on SENS	Monday, 20 June 2022
Last day to trade in order to be eligible for the cash dividend or alternatively the scrip dividend	Tuesday, 5 July 2022
Shares commence trading ex the cash dividend or scrip dividend (the SA Ex-Dividend Date)	Wednesday, 6 July 2022
Announcement on SENS regarding Cash Fractions applicable to the Scrip Dividend, by 11:00 a.m.	Thursday, 7 July 2022
Record Date for Shareholders on the SA Share Register	Friday, 8 July 2022
Deadline by which election to receive the New Shares must have been received by the Transfer Secretaries (Election Return Date)	12.00 noon (South African time) on Friday, 22 July 2022
Announcement on SENS of the number of New Shares to be issued	Wednesday, 10 August 2022
Execution of the conversion from Euro to ZAR for payment of any dividends in ZAR	Thursday, 11 August 2022
Participant/broker accounts credited and/or updated with the Dividend payment in cash and/or New Shares	Thursday, 18 August 2022
Despatch scrip dividend share certificates, Dividend payments via electronic funds transfers and tax vouchers	Thursday, 18 August 2022
Listing and admission of New Shares to trading on the JSE	Thursday, 18 August 2022
Dividend Payment Date	Thursday, 18 August 2022

The above dates and times are subject to change. Any changes will be released on RNS and SENS.

To facilitate settlement of the Dividend to entitled SA Shareholders, share certificates may not be dematerialised or rematerialised between Wednesday, 6 July 2022 (the SA Ex-Dividend Date) and Friday, 8 July 2022 (the Record Date). No transfers of Shares shall be registered in the SA Share Register, or between the SA Share Register and the UK Share Register, between Monday, 20 June 2022 (the Reference Price date) and Friday, 8 July 2022. All dates are inclusive.

The Dividend has been declared in Euro. Shareholders on the UK Share Register may choose to receive their entitlement to the Dividend in cash in either Euro or Sterling. Shareholders on the UK Share Register who do not make a valid Sterling currency election will receive any entitlement to the cash dividend in Euro. Shareholders on the SA Share Register will receive any entitlement to the cash dividend in ZAR.

The Scrip Dividend Reference Prices are as follows:

Shareholders on the UK Share Register:  £0.97384 (Sterling)

Shareholders on the SA Share Register:                 1,921.84233 (ZAR cents)

Therefore, the number of New Shares which Shareholders electing to take the Scrip Dividend Alternative will receive are (subject to the treatment of any fractions) as follows:

Shareholders on the UK Share Register:  2 New Shares for every 47.83104 Ordinary Shares held

Shareholders on the SA Share Register:  2 New Shares for every 48.39830 Ordinary Shares held

Fractions

Where an entitlement to New Shares in relation to the Scrip Dividend Alternative as calculated in accordance with the formulae described above gives rise to a fraction of a New Share, such fractional entitlement shall be treated as follows:

Shareholders on the UK Share Register:

No fraction of a New Share will be issued to Shareholders on the UK Share Register, and the relevant amount of Dividend will be retained for the benefit of the Company.

Shareholders on the SA Share Register:

Trading in the Strate environment does not permit fractions and fractional entitlements. Any fractional entitlement will be rounded down to the nearest whole number, resulting in allocations of whole securities and a cash payment in ZAR for the fractional amount.

The Euro to Sterling Conversion Rate (UK Share Register only)

For Shareholders on the UK Share Register who make a valid Sterling currency election, the conversion rate for the purposes of calculating the Dividend for the six months ended 31 March 2022 will be a Euro to Sterling Rate of £0.85896.

On this basis, Shareholders on the UK Share Register who have elected to receive their entitlement to the Dividend in cash in Sterling will receive a gross dividend of £0.02036 (Sterling) per Ordinary Share.

Alternatively, Shareholders on the UK Share Register may elect to receive New Shares by way of the Scrip Dividend Alternative.

The Euro to ZAR Conversion Rate (SA Share Register only)

For Shareholders on the SA Share Register, the conversion rate for the purposes of calculating the Dividend authorised in connection with the period ended 31 March 2022 will be 16.75480 ZAR to 1 Euro.

The Euro to ZAR conversion for payment of the dividend in ZAR will be settled on Thursday, 11 August 2022, using the Euro to ZAR Conversion Rate which has been fixed by the Company as at the date of this announcement and the Circular.

On this basis, Shareholders on the SA Share Register will receive a gross dividend of 39.70888 (ZAR cents) per Ordinary Share, which they may take in cash or in New Shares by electing to do so by way of the Scrip Dividend Alternative.

Information for Shareholders on the SA Share Register

Tax

In accordance with the Listings Requirements of the JSE, the Company confirms that the net cash dividend received by SA Shareholders who are not exempt from dividend withholding tax of 20%, is expected to be 31.76710 (ZAR cents) per Ordinary Share.

South African Shareholders who elect to receive the Dividend in scrip form should not be subject to income tax or dividend withholding tax on receipt of the New Shares, and the Scrip Dividend will not be regarded as a foreign dividend. 

General information

On Monday, 13 June 2022, being the declaration date of the Dividend, the Company had in issue 1,172,160,992 Ordinary Shares carrying voting rights, and there were no shares held in treasury. The Company is incorporated in Guernsey with Company number 46442 and its tax registration number in Guernsey is 1EC.956 and its UK tax number is GB 203993015.

Further Information

Terms used but not defined herein have the same meaning given to them as set out in the Scrip Dividend Alternative Circular ("Scrip Circular") to be dispatched on Monday, 20 June 2022.

The distribution of the Scrip Circular in certain jurisdictions (including the United States of America, Canada, Japan, New Zealand or Australia or their respective territories or possessions (subject to applicable exemptions)) other than the United Kingdom, South Africa and Guernsey may be restricted by law. Accordingly, the Scrip Circular may not be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession the Scrip Circular comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

For further information: Sirius Real Estate Andrew Coombs, CEO Diarmuid Kelly, CFO	[phone]
FTI Consulting (financial PR) Richard Sunderland Talia Jessener [e-mail]	[phone]
JSE Sponsor PSG Capital

 

END

 

 

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