("Stenprop" or the "Company")
UPDATE TO FINALISATION ANNOUNCEMENT IN RESPECT OF AN ELECTION TO RECEIVE EITHER A CASH DIVIDEND OR A SCRIP DIVIDEND
28 January 2019
Shareholders are referred to the finalisation announcement released on SENS on 8 January 2019 ("finalisation announcement") in respect of an election to receive an interim dividend of 3.375 pence per share for the six months ended 30 September 2018, either as a cash dividend or as a scrip dividend and are advised that an amendment to the "shareholders who elect to take shares" section is presented below. The amendment only impacts shareholders on the South African register who have elected to take shares. It corrects the treatment of fractional shares, with the result that no SA dividend tax on the resultant cash payment relating to such fractional shares will be payable. Shareholders on the South African register who receive the dividend in cash, and shareholders on the Guernsey register are not affected.
Terms defined in the finalisation announcement bear the same meaning in this announcement unless otherwise stated and other than as provided for below, all other details contained in the finalisation announcement remain unchanged.
Shareholders who elect to take shares:
The finalisation announcement explained that the number of new ordinary shares to be allocated to shareholders electing to participate in the scrip dividend will be calculated by dividing the net value of the dividend otherwise receivable by a shareholder by the scrip dividend reference price and rounding down to the nearest whole number, and that no fractions of a new share will be issued. We now clarify that such fractions of shares will be sold in the market on behalf of the shareholders entitled to the fractions of shares and a cash payment in respect of the fractions will be paid to those shareholders ("cash payment"). The cash payment is calculated by multiplying the fractional entitlement by the scrip dividend reference price. Shareholders are only entitled to the proceeds for their fractional entitlements, which are sold on their behalf, equal to the amount of the cash payment.
The cash payment will not attract any SA dividends tax and consequently the illustrative tables in respect of both the PID and non-PID element contained in the finalisation announcement under this section (ii) should not have deducted such tax from the Gross Cash Balance. In both tables, the Gross Cash Balance is equal to the cash payment.
The cash payment will be made on the payment date, being Friday 8 February 2019.
The scrip dividend (including the cash payment relating to fractions of shares) does not constitute a "foreign dividend" as defined in section 1(1) of the South African Income Tax Act 58 of 1962 ("ITA") and accordingly does not give rise to any dividends tax. However, the shares issued in terms of the scrip dividend is deemed to be acquired at a base cost or tax cost of nil in terms of section 40C of the ITA. As the cash payment relating to fractions of shares arises pursuant to the disposal of shares on behalf of shareholders, such cash payment must be disclosed by South African shareholders in their tax returns as proceeds for capital gains tax purposes, or gross income, (depending on whether the shareholder holds his/her shares on income or capital account) in relation to the disposal of shares which have no base cost or tax cost. Shareholders are advised to obtain appropriate advice from their professional advisors regarding the tax consequences of the scrip dividend and the cash payment.
For further information:
Stenprop Limited 44(0)20 3918 6600
Numis Securities Limited (Financial Adviser) 44(0)20 7260 1000
Tavistock (PR Adviser) 44(0)20 7920 3150
Java Capital Trustees and Sponsors Proprietary Limited 27(0)11 722 3050
Stenprop is a Guernsey-registered UK REIT. The objective of the Company is to deliver sustainable growing income to its investors. Stenprop's investment policy is to invest in a diversified portfolio of UK multi-let industrial (MLI) properties with the strategic goal of becoming the leading MLI business in the UK. For further information, go to www.stenprop.com.