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METROFILE HOLDINGS LIMITED - Results of the Scrip Distribution and the Cash Dividend Alternative and Share Dealings

Release Date: 14/10/2019 14:55
Code(s): MFL     PDF:  
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Results of the Scrip Distribution and the Cash Dividend Alternative and Share Dealings

Metrofile Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number 1983/012697/06
JSE ordinary share code: MFL
ISIN: ZAE000061727
(“Metrofile” or “the Company” or “the Group”)

RESULTS OF THE SCRIP DISTRIBUTION AND THE CASH DIVIDEND
ALTERNATIVE AND SHARE DEALINGS BY DIRECTORS AND ASSOCIATES OF
DIRECTORS

Metrofile ordinary shareholders (“Shareholders”) are referred
to the announcements released on the Stock Exchange News Service
(“SENS”)    on    Tuesday,    1 October 2019    and    Thursday,
10 October 2019 (“the Announcements”) regarding the ratio
applicable to the Company’s declaration of an interim
distribution of Metrofile ordinary par value shares of 0.6146
cent each (“Scrip Distribution Shares”) to Shareholders recorded
in the register at the close of business on the record date,
being   Friday,   11 October 2019    (“Record   Date”)   (“Scrip
Distribution”).

As set out in the announcements, Shareholders not electing to
receive the gross cash dividend of 5 cents per ordinary share
(“Cash Dividend”) in respect of all or part of their shareholding
were entitled to receive that number of Scrip Distribution
Shares determined in the ratio of 2.34217 Scrip Distribution
Shares for every 100 ordinary shares held on the Record Date.

In terms of the Scrip Distribution, 8 794 230 new ordinary
shares were issued today at 213.47684 cents per share to
Shareholders who did not elect to receive the Cash Dividend in
respect of all or part of their shareholding, resulting in a
capitalisation of the distributable retained profits of the
Company of R18 773 644.31.

Shareholders recorded in the register of the Company at the
close of business on the Record Date holding 68 367 593 ordinary
shares elected to receive the gross Cash Dividend of 5 cents per
ordinary share, resulting in a total gross Cash Dividend of
R3 418 379.65, which was paid out of the distributable retained
profits of the Company.

The Company’s issued share      capital,   following   the   Scrip
Distribution, is as follows:


Issued Ordinary Shares               452 649 116
Treasury Ordinary Shares              18 949 158
Net issued Ordinary Shares           433 699 958

In addition to the Cash Dividend payment today, share
certificates will be dispatched to certificated Shareholders and
CSDP/broker accounts of dematerialised Shareholders will be
credited.

In compliance with paragraphs 3.63 to 3.74 of the JSE Listings
Requirements, the following information is disclosed for those
directors and associates who received Metrofile shares in
respect of their shareholding in the Company under the terms of
the Scrip Distribution as announced in this SENS announcement:

Company:                  Metrofile Holdings Limited
Name of directors:        Mary S Bomela and Muhammed Z
                          Abdulla
Name of associates:       MIC Investment Holdings (Pty)
                          Limited, a wholly-owned subsidiary
                          of Mineworkers Investment Company
                          (RF) (Pty) Limited. The above-
                          named directors are executive
                          directors of Mineworkers
                          Investment Company (RF) (Pty)
                          Limited
Designation of directors: Non-executive
Type and class of         Ordinary shares
securities:
Nature of transaction:    Off-market receipt of shares from
                          Metrofile by way of a Scrip
                          Distribution
Nature and extent of      Indirect non-beneficial
directors’ interests in
the transaction:
Date of trades:           14 October 2019
Deemed price per shares:  213.47684 cents
Number of shares          3 787 132
received:
Rand value of shares:     R8 084 649.72
Permission to deal        Yes
obtained:

Company:                   Metrofile Holdings Limited
Name of director:          Christopher S Seabrooke
Name of associates:        Sabvest Investments (Pty) Limited
                           and Sabvest Finance and Guarantee
                           Corporation (Pty) Limited, wholly-
                           owned by Sabvest Limited, which is
                           controlled by The Seabrooke Family
                           Trust
Designation of director:   Independent non-executive
Type and class of          Ordinary shares
securities:
Nature of transaction:     Off-market receipt of shares from
                           Metrofile by way of a Scrip
                           Distribution
Nature and extent of       Indirect beneficial
director’s interest in
the transaction:
Date of trades:            14 October 2019
Deemed price per shares:   213.47684 cents
Number of shares           1 147 662
received:
Rand value of shares:      R2 449 992.57
Permission to deal         Yes
obtained:

Company:                   Metrofile Holdings Limited
Name of director:          Graham D Wackrill
Designation of director:   Non-executive
Type and class of          Ordinary shares
securities:
Nature of transaction:     Off-market receipt of shares from
                           Metrofile by way of a Scrip
                           Distribution
Nature and extent of       Direct beneficial
director’s interest in
the transaction:
Date of trades:            14 October 2019
Deemed price per shares:   213.47684 cents
Number of shares           69 114
received:
Rand value of shares:      R147 542.38
Permission to deal         Yes
obtained:

Company:                   Metrofile Holdings Limited
Name of director:          Pfungwa G Serima
Designation of director:   Group Chief Executive Officer
Type and class of          Ordinary shares
securities:
Nature of transaction:     Off-market receipt of shares from
                           Metrofile by way of a Scrip
                           Distribution
Nature and extent of       Direct beneficial
director’s interest in
the transaction:
Date of trades:            14 October 2019
Deemed price per shares:   213.47684 cents
Number of shares           1 053
received:
Rand value of shares:      R2 247.91
Permission to deal         Yes
obtained:

Johannesburg
14 October 2019

Sponsor
Standard Bank Limited

Transaction Advisor
Apex Partners

Date: 14/10/2019 02:55:00
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