| Fri 6 Jul 2012, 11:59 | | Peregrine Holdings Limited - Ordinary and special dividend |
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PGR
Ordinary and special dividend
PEREGRINE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1994/006026/06)
JSE code: PGR ISIN code: ZAE000078127
('Peregrine')
ORDINARY AND SPECIAL DIVIDEND
INTRODUCTION
Shareholders are referred to Peregrine's results announcement for the year ended 31 March 2012, released on SENS on 7 June 2012 (the 'results
announcement'), wherein it was announced that the board of Peregrine had resolved to declare an ordinary dividend of 72 cents per share for the
year ended 31 March 2012 (the 'ordinary dividend') and a special dividend (the 'special dividend'), by way of a distribution in specie, of
6 984 065 shares in Consolidated Infrastructure Group Limited ("CIL") (JSE code: CIL ISIN code: ZAE000148201), held by Peregrine, on a pro
rata basis to all Peregrine shareholders, in a ratio of 3,5 CIL shares for every 100 Peregrine shares owned (the 'ratio of entitlement').
SPECIAL DIVIDEND
Alternative Cash Distribution
Having regard to the anticipated costs involved for Peregrine shareholders who would receive less than 100 CIL shares pursuant to the special
dividend, in receiving and selling such CIL shares, the board of Peregrine has resolved that Peregrine shareholders who would receive less than
100 CIL shares pursuant to the special dividend (being those Peregrine shareholders who hold 2 857 or less Peregrine shares on the special
dividend record date) are to be given the option to elect to receive a cash distribution (the 'alternative cash distribution') equivalent to the
monetary value of the CIL shares they would have received pursuant to the special dividend, rather than receiving their CIL shares.
Ordinary shareholders who hold 2 857 or less Peregrine shares recorded in the register of Peregrine at the close of business on the special
dividend record date will receive CIL shares, unless such shareholders elect for the special distribution payable to them to be discharged by way
of the alternative cash distribution of 45,325 cents per Peregrine share in respect of all or part of their shareholding. The alternative cash
distribution has been calculated using 1 295 cents, being the closing market price of a CIL share as at 6 June 2012. A circular and accompanying
Form of Election detailing the terms of the alternative cash distribution has been posted to shareholders who held 2 857 or less Peregrine shares at
the close of business on Friday, 29 June 2012.
Shareholders who hold 2 857 or less certificated Peregrine shares on the special dividend record date who wish to elect to receive the alternative
cash distribution must complete the Form of Election in accordance with the instructions contained therein and lodge it with, or post it to,
Computershare Investor Services (Proprietary) Limited, Ground Floor, 70 Marshall Street, Johannesburg, 2001 (P O Box 61763, Marshalltown,
2107) so as to be received by them by no later than 12:00 on Friday, 27 July 2012. Peregrine shareholders who have already dematerialised their
shares through a CSDP or broker must not complete the Form of Election but should instruct their CSDP or broker as to their alternative cash
distribution election in the manner and time stipulated in the agreement governing their relationship.
Fractional entitlements ' applicable to all Peregrine shareholders
Where any shareholder's entitlement to CIL shares, calculated in accordance with the ratio of entitlement, gives rise to a fraction of a CIL share,
such fraction of a CIL share will be rounded up to the nearest whole number where the fraction is greater than or equal to 0,5 and rounded down
to the nearest whole number where the fraction is less than 0,5.
TAX IMPLICATIONS
Peregrine has STC credits amounting to R300 million, which is sufficient to offset all dividends tax relating to the special dividend, regardless of
whether shareholders receive the special dividend in the form of a dividend in specie of CIL shares or elect the alternative cash distribution.
Shareholders are referred to the results announcement which contains additional disclosure in this regard.
DATES
Shareholders are advised that all conditions to the ordinary and special dividend have been fulfilled and accordingly the ordinary and special
dividend will be paid in accordance with the timetable set out below:
Last date to trade cum dividend Friday, 20 July 2012
Trading ex dividend commences Monday, 23 July 2012
Dematerialised Peregrine shareholders may trade their CIL shares Monday, 23 July 2012
Record date Friday, 27 July 2012
Payment date Monday, 30 July 2012
Certificated Peregrine shareholders will have their CIL shares posted to them Monday, 30 July 2012
Shares may not be dematerialised or rematerialised between Monday, 23 July 2012 and Friday, 27 July 2012, both dates inclusive.
Johannesburg
6 July 2012
Sponsor and corporate advisor
Java Capital
Date: 06/07/2012 11:59:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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