Distribution of circular to shareholders
Datatec Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1994/005004/06)
ISIN: ZAE000017745
Share Code: DTC
("Datatec" or "the Company")
DISTRIBUTION OF CIRCULAR TO SHAREHOLDERS
Datatec ordinary shareholders (“Shareholders”) are referred to the announcement regarding the
Company’s audited financial results for the year ended 28 February 2021 and declaration of the
cash dividend with a scrip distribution alternative released on the Stock Exchange News Service
of the JSE (“SENS”) on Tuesday, 25 May 2021, in terms of which the board of directors of the
Company notified Shareholders that it had resolved to declare a final cash dividend of 100 ZAR
cents (“Cash Dividend”) per Datatec ordinary share held on the Record Date, being Friday, 16
July 2021 (“Record Date”). Shareholders were advised that they would be entitled to elect to
receive a scrip distribution of new, fully paid Datatec ordinary shares in proportion to their
ordinary shareholding in Datatec on the Record Date (“Scrip Distribution” or “Scrip Distribution
Alternative”).
Shareholders will be entitled to receive the Cash Dividend of 100 ZAR cents per ordinary Datatec
share in respect of their shareholding as at the close of trading on the JSE on the Record Date,
being Friday, 16 July 2021, in proportion to their ordinary shareholding in Datatec and to the
extent that such Shareholders have not elected to receive the Scrip Distribution alternative in
respect of all or a part of their shareholding. Shareholders will, however, be entitled to elect to
receive a Scrip Distribution of new, fully paid Datatec ordinary shares in respect of their
shareholding in Datatec as at the Record Date, in respect of all or part of their ordinary
shareholding, instead of the Cash Dividend. The number of Scrip Distribution shares to which
each of the Shareholders will become entitled pursuant to the Scrip Distribution (subject to their
election thereto) will be determined by reference to such Shareholder's ordinary shareholding in
Datatec (at the close of trade on the JSE on the Record Date) in relation to the ratio that 100 ZAR
cents bears to the volume weighted average price (“VWAP”) of a Datatec ordinary share traded
on the JSE during the 30-day trading period ending on Monday, 5 July 2021, provided that, where
the application of this ratio gives rise to a fraction of an ordinary share, the rounding principles will
be applied. Where a Shareholder's entitlement to new Datatec ordinary shares calculated in
accordance with the above formula gives rise to a fraction of a new ordinary share, such fraction
of a new ordinary share 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 Datatec share traded on
the JSE on Wednesday, 14 July 2021, (being the day on which Datatec ordinary shares begin
trading "ex” the entitlement to receive the Cash Dividend or the Scrip Distribution Alternative),
discounted by 10%. Details of the ratio will be announced on SENS in accordance with the
timetable below.
The Company's total number of issued ordinary shares is 201,450,000 and as at 1 June 2021,
the Company held 1,331,018 Datatec ordinary shares as treasury shares to be used in settlement
of share-based remuneration awards. Datatec's income tax reference number is 9999/493/71/2.
The distribution of the circular, and the rights to receive the Scrip Distribution shares in
jurisdictions other than the Republic of South Africa, may be restricted by law and any failure to
comply with these restrictions may constitute a violation of the securities laws of such
jurisdictions. Accordingly, Shareholders will not be entitled to receive the Scrip Distribution
shares, directly or indirectly, in those jurisdictions and shall be deemed to have elected the Cash
Dividend alternative. Such non-resident Shareholders should inform themselves about and
observe any applicable legal requirements in such jurisdictions. It is the responsibility of non-
resident Shareholders to satisfy themselves as to the full observance of the laws and regulatory
requirements of the relevant jurisdictions in respect of the Scrip Distribution, including the
obtaining of any governmental, exchange control or other consents or the making of any filing
which may be required, compliance with other necessary formalities and payment of any issue,
transfer or other taxes or other requisite payments due in such jurisdictions. Shareholders who
have any doubts as to their position, including, without limitation, their tax status, should consult
an appropriate adviser in the relevant jurisdictions without delay.
The Company has today, 3 June 2021, distributed a circular (and including a form of election for
certificated shareholders) to Shareholders, detailing the terms of the Cash Dividend and the Scrip
Dividend Alternative ("Circular").
The Circular is also available in English only on the Company’s website www.datatec.co.za and
during normal business hours at the Company's registered office Third Floor, Sandown
Chambers, Sandown Village Office Park, 81 Maude Street, Sandown 2031, Johannesburg, South
Africa.
The salient dates pertaining to the Cash Dividend and the Scrip Dividend Alternative, also
contained in the Circular, are set out below:
EVENT 2021
Distribution of Circular announced on SENS on Thursday, 3 June
Circular and Form of Election (grey) distributed on Thursday, 3 June
Distribution of Circular announcement published in the South Friday, 4 June
African press on
Announcement released on SENS in respect of the ratio applicable Tuesday, 6 July
to the Scrip Distribution Alternative, based on the 30-day VWAP
ending on Monday, 5 July 2021, by 11h00 on
Announcement published in the South African press of the ratio Wednesday, 7 July
applicable to the Scrip Distribution Alternative, based on the 30-day
VWAP ending on Monday, 5 July 2021 on
Last day to trade in order to be eligible for the Cash Dividend and Tuesday, 13 July
the Scrip Distribution Alternative
Shares trade “ex” the Cash Dividend and the Scrip Distribution Wednesday, 14 July
Alternative on
Wednesday, 14 July
Listing and trading of maximum possible number of Datatec
ordinary shares on the JSE in terms of the Scrip Distribution
Alternative from the commencement of trading on
Thursday, 15 July
Announcement released on SENS in respect of the cash payment
applicable to fractional entitlements, based on the VWAP of a
Datatec ordinary share traded on the JSE on Wednesday, 14 July
2021, discounted by 10%, by 11h00 on
Last day to elect to receive the Scrip Distribution Alternative instead Friday, 16 July
of the Cash Dividend, Forms of Election (grey) to reach the transfer
secretaries by 12h00 on
Record Date in respect of the Cash Dividend and the Scrip Friday, 16 July
Distribution Alternative
Cash Dividend payments made, CSDP/broker accounts Monday, 19 July
credited/updated on
Announcement relating to the results of the Cash Dividend and the Monday, 19 July
Scrip Distribution Alternative released on SENS on
Announcement relating to the results of the Cash Dividend and the Tuesday, 20 July
Scrip Distribution Alternative published in the South African press
on
JSE listing of Datatec ordinary shares in respect of the Scrip Tuesday, 20 July
Distribution Alternative adjusted to reflect the actual number of
Datatec ordinary shares issued in terms of the Scrip Distribution
Alternative at the commencement of business on or about
All times provided in the Circular are South African local times. The above dates and times are subject to
change. Any material change will be announced on SENS.
Share certificates may not be dematerialised or rematerialised between Wednesday, 14 July 2021 and
Friday, 16 July 2021, both days inclusive. If Datatec maintains a certificated register, then the register will be
closed from Wednesday, 14 July 2021 and Friday, 16 July 2021, both days inclusive.
Johannesburg
3 June 2021
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 03-06-2021 03:30:00
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