AEL: ALLIED ELECTRONICS CORPORATION LIMITED - Cash payment in respect of fractional entitlement
Cash payment in respect of fractional entitlement
Allied Electronics Corporation Limited
Incorporated in the Republic of South Africa
Registration Number: 1947/024583/06
Share Code: AEL
ISIN: ZAE000191342
Share Code: AEN
ISIN: ZAE000191359
("Altron" or the "Company")
CASH PAYMENT IN RESPECT OF FRACTIONAL ENTITLEMENT
1. INTRODUCTION
The definitions and interpretations commencing on page 6 of the Circular to shareholders dated
Thursday, 9 February have been used in this SENS announcement.
Shareholders are referred to the finalisation announcement released on SENS on Friday, 17 March
2017 confirming that all conditions precedent to the Restructure had been fulfilled and the
implementation of the Restructure had commenced.
2. FRACTIONAL ENTITLEMENT
Where an N Shareholder´s entitlement to A Shares issued in terms of the Repurchase Scheme
Consideration, calculated on the basis of nine A Shares for every 10 N Shares held on the Repurchase
Scheme Record Date, being Friday, 31 March 2017, results in a fractional Share entitlement, such
fraction of an A Share will be rounded down to the nearest whole number, resulting in allocations of
whole A Shares and a cash payment will be made to the N Shareholder for the fraction.
In accordance with the Listing Requirements, the cash payment has been determined with reference to
the weighted average traded price of the A Share traded on the JSE on Wednesday, 29 March 2017
(being the day after the last day to trade in the N shares), discounted by 10%.
Shareholders are accordingly advised that the basis applicable in determining the cash payment for
fractional entitlements is 974.38791 cents (1,082.65323 cents discounted by 10%).
Example of fractional entitlement:
This example assumes that an N Shareholder holds 125 N Shares at the close of business on the
Repurchase Scheme Record Date.
A Share entitlement = 125 x 90% (being the Repurchase Scheme Consideration ratio of the issue of
nine A Shares for every 10 N Shares held on the Repurchase Scheme Record Date)
= 112.5 A Shares. The rounding provision described above is then applied and the Shareholder will
receive:
112 A Shares in respect of the 125 N Shares held and a cash payment for the fractional entitlement
based on the 97974.38791 cents noted above of 974.38791 x 0.5 = 487.19395 cents.
The cash received by N Shareholders for the fractional entitlement is part of the Repurchase Scheme
Consideration The cash for the fractional entitlement does not constitute a dividend as defined in section
1 of Income Tax Act, consequently no dividend tax arises on the cash so received. However, this does
not preclude the possibility of capital gains tax and income tax arising on the cash received and the tax
implications will depend on the individual tax circumstances of each N Shareholder. N Shareholders
should seek advice from appropriate professional advisers if they are in any doubt whatsoever about
their tax position.
Parktown, Johannesburg
30 March 2017
Joint financial advisor and sponsor to Altron
Investec Bank Limited
Joint financial advisor to Altron
Rand Merchant Bank (A division of FirstRand Bank Limited)
Legal advisor to Altron
Edward Nathan Sonnenbergs Incorporated
Legal advisor to VCP
DLA Piper South Africa Services (Pty) Ltd
Legal advisor to the Venter Family
Lapin Attorneys
Date: 30/03/2017 10:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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