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Ratio applicable to the Scrip Distribution

Published: 2023-07-04 12:00:24 ET
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Datatec Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1994/005004/06)
ISIN: ZAE000017745
Share Code: DTC
("Datatec" or "the Company")




RATIO APPLICABLE TO THE SCRIP DISTRIBUTION




Datatec shareholders (“Shareholders”) are referred to the announcement regarding the
Company’s audited financial results for the year ended 28 February 2023 and declaration of a cash
dividend with a scrip distribution alternative released on the Stock Exchange News Service
(“SENS”) on Tuesday, 23 May 2023, in terms of which the board of directors of the Company
notified shareholders that it had resolved to declare a gross final cash dividend of 195 ZAR cents
(“Cash Dividend”) per Datatec ordinary share (“Datatec Share”) held on the record date, being
Friday, 14 July 2023 (“Record Date”). Shareholders were advised that they would be entitled to
elect to receive a scrip distribution of new, fully paid Datatec Shares in proportion to their ordinary
shareholding in Datatec on the Record Date instead of the Cash Dividend (“Scrip Distribution” or
“Scrip Distribution Alternative”).

A circular setting out the terms of the Cash Dividend and the Scrip Distribution Alternative, including
a Form of Election to elect to receive the Scrip Distribution Alternative, was distributed to
Shareholders on Thursday, 1 June 2023 (“Circular”).

The number of Scrip Distribution shares to which each Shareholder 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 195 ZAR cents bears to the volume weighted average price
(“VWAP”) of a Datatec Share traded on the JSE during the 30-day trading period ending on
Monday, 3 July 2023 “ex” the Cash Dividend, provided that, where the application of this ratio gives
rise to a fraction of a Datatec Share, rounding principles will be applied. The 30-day VWAP “ex” the
Cash Dividend at close of business on Monday, 3 July 2023 was 3641.77149 ZAR cents per share
(being 3836.77149 ZAR cents minus 195 ZAR cents). The ratio of Scrip Distribution shares to which
each Shareholder will become entitled pursuant to the Scrip Distribution Alternative (to the extent
that such Shareholder elects to receive the Scrip Distribution shares) is therefore 5.35454 Scrip
Distribution shares for every 100 Datatec Shares held on the Record Date.

Where a Shareholder's entitlement to new Datatec Shares, calculated in accordance with the above
formula, gives rise to a fraction of a new Datatec Share, such fraction of a new a Datatec Share will
be rounded down to the nearest whole number, resulting in allocations of whole ordinary shares
and a cash payment for the fraction (“Rounding Provision”). The applicable cash payment will be
determined with reference to the VWAP of a Datatec Share traded on the JSE on Wednesday, 12
July 2023, (being the day on which Datatec Shares begin trading "ex” the entitlement to receive the
Cash Dividend or the Scrip Distribution Alternative), discounted by 10%. Details of the cash
payment will be announced on SENS on Thursday, 13 July 2023. Shareholders are referred to
paragraph 3.4.2 of the Circular in which it is stated that the Scrip Distribution Alternative and cash
paid for a fraction of a Datatec Share will not be subject to Dividend Withholding Tax in terms of
the Income Tax Act 58 of 1962.
Example of Scrip Distribution entitlement:
This example assumes that a Shareholder holds 100 Datatec Shares at the close of business on
the Record Date and elects to receive the Scrip Distribution shares in respect of all their
shareholding.

New ordinary share entitlement =

100 x 195 ZAR cents / (3836.77149-195) ZAR cents

= 5.35454 Scrip Distribution shares (then apply the Rounding Provision described above)

= 5 Scrip Distribution shares in respect of the 100 Datatec Shares held plus the applicable cash
payment to be determined as described above.

Johannesburg
4 July 2023

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