GRT : Audited summarised consolidated financial results for the year ended 30 June 2019 and cash dividend declaration

GROWTHPOINT PROPERTIES LIMITED - GRT : Audited summarised consolidated financial results for the year ended 30 June 2019 and cash dividend declaration

11 September 2019 8:10

GRT : Audited summarised consolidated financial results for the year ended 30 June 2019 and cash dividend declaration: https://senspdf.jse.co.za/documents/2019/jse/isse/grte/YEJune2019.pdf Audited summarised consolidated financial results for the year ended 30 June 2019 and cash dividend declaration Growthpoint Properties Limited Approved as a REIT by the JSE (Incorporated in the Republic of South Africa) Registration number 1987/004988/06 ISIN: ZAE000179420 JSE Share code: GRT ('Growthpoint' or 'the Company') AUDITED SUMMARISED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 30 JUNE 2019 AND CASH DIVIDEND DECLARATION Operational review and results: The audited summarised financial results for the year ended 30 June 2019, as compared to the year ended 30 June 2018 ('comparative period'), are set out below: * Revenue increased by 5.7% to R11.6bn compared to R10.9bn for the comparative period; * Operating profit increased by 4.4% to R8.5bn compared to R8.1bn for the comparative period; * Headline earnings per share decreased by 1.1% to 158.10 cents compared to 159.84 cents for the comparative period; * Earnings per share decreased by 6.4% to 214.46 cents compared to 229.14 cents for the comparative period; * Net asset value per share decreased by 0.7% to 2 539 cents compared to 2 556 cents for the comparative period; and * Dividend increased by 4.6% to 218.1 cents per share compared to 208.6 cents per share for the comparative period. A copy of the auditor's report is available for inspection at Growthpoint's registered office together with the financial statements identified in the auditor's report. This short form announcement is the responsibility of the Board and does not contain full or complete details. Any investment decisions by investors and/or shareholders should be based as a whole on consideration of the full audited summarised financial results for the year ended 30 June 2019 which may be downloaded from the Company's website https://growthpoint.co.za/Pages/Investor-Relations.aspx and https://senspdf.jse.co.za/documents/2019/jse/isse/GRTE/YEJune2019.pdf It may also be viewed, at no cost, at the registered office of the Company and the Johannesburg office of its Sponsor, during ordinary business hours, for a period of 30 calendar days following the date of this announcement. Copies of the full announcement may also be requested from the Company on request, by contacting the Head of Investor Relations, Lauren Turner on 011 944 6346. Dividend distribution declaration: FINAL DIVIDEND WITH THE ELECTION TO REINVEST THE CASH DIVIDEND IN RETURN FOR GROWTHPOINT SHARES Notice is hereby given of the declaration of the final dividend number 67 of 112.3 cents per share for the period ended 30 June 2019. Shareholders will be entitled to elect to reinvest the net cash dividend, in return for Growthpoint shares (Share Alternative), failing which they will receive the net cash dividend in respect of all or part of their shareholdings. The entitlement of shareholders to elect to participate in the share re- investment alternative is subject to the Board, either itself or through a Board sub- committee appointed to set the pricing and terms of the share re-investment alternative, having the discretion to withdraw the entitlement to elect the share re-investment alternative should market conditions warrant such action. A withdrawal of the entitlement to elect the share re-investment alternative would be communicated to shareholders before the publication of the finalisation announcement on Friday, 20 September 2019. Other information: * Issued shares at 30 June 2019: 2 970 981 288 ordinary shares of no par value. * Income Tax Reference Number of Growthpoint: 9375/077/71/7. Shareholders are advised that the dividend meets the requirements of a 'qualifying distribution' for the purposes of section 25BB of the Income Tax Act, No. 58 of 1962 (Income Tax Act). The dividends on the shares will be deemed to be taxable dividends for South African tax purposes in terms of section 25BB of the Income Tax Act. Tax implications for South African resident shareholders Dividends received by or accrued to South African tax residents must be included in the gross income of such shareholders and will not be exempt from income tax in terms of the exclusion to the general dividend exemption contained in section 10(1)(k)(i)(aa) of the Income Tax Act, because they are dividends distributed by a REIT. These dividends are however exempt from dividend withholding tax (Dividend Tax) in the hands of South African resident shareholders provided that the South African resident shareholders have provided to the Central Securities Depository Participant (CSDP) or broker, as the case may be, in respect of uncertificated shares, or the company, in respect of certificated shares, a DTD(EX) (Dividend Tax: Declaration and undertaking to be made by the beneficial owner of a share) form to prove their status as South African residents. If resident shareholders have not submitted the abovementioned documentation to confirm their status as South African residents, they are advised to contact their CSDP or broker, as the case may be, to arrange for the documents to be submitted prior to the payment of the dividend. Tax implications for non-resident shareholders Dividends received by non-resident shareholders from a REIT will not be taxable as income and instead will be treated as ordinary dividends which are exempt from income tax in terms of the general dividend exemption section 10(1)(k) of the Income Tax Act. Any dividend received by a non-resident from a REIT is subject to Dividend Tax at 20%, unless the rate is reduced in terms of any applicable agreement for the avoidance of double taxation (DTA) between South Africa and the country of residence of the non-resident shareholder. Assuming Dividend Tax will be withheld at a rate of 20%, the net amount due to non-resident shareholders is 89.84 cents per share. A reduced dividend withholding tax rate in terms of the applicable DTA may only be relied on if the non-resident shareholder has provided the following forms to their CSDP or broker, as the case may be, in respect of uncertificated shares, or the company, in respect of certificated shares: * a declaration that the dividend is subject to a reduced rate as a result of the application of the DTA; and * a written undertaking to inform the CSDP broker or the company, as the case may be, should the circumstances affecting the reduced rate change or the beneficial owner cease to be the beneficial owner, both in the form prescribed by the Commissioner of the South African Revenue Service. If applicable, non-resident shareholders are advised to contact the CSDP, broker or the company to arrange for the abovementioned documents to be submitted prior to payment of the dividend if such documents have not already been submitted. Salient dates and times 2019 Circular and form of election posted to shareholders Monday, 16 September Last date for Growthpoint to withdraw the entitlement for Friday, 20 September shareholders to elect to participate in the share re-investment alternative before the publication of the announcement of the share alternative issue price and finalisation information on SENS Announcement of share re-investment alternative issue price Monday, 23 September and finalisation information published on SENS Last day to trade ('LDT') cum dividend Tuesday, 1 October Shares to trade ex dividend Wednesday, 2 October Listing of maximum possible number of share alternative Friday, 4 October shares commences on the JSE Last day to elect to receive the share alternative (no late Friday, 4 October forms of election will be accepted) at 12:00 (South African time) Record date Friday, 4 October Announcement of results of cash dividend and share re- Monday, 7 October investment alternative published on SENS Cheques posted to certificated shareholders and accounts Monday, 7 October credited by CSDP or broker to dematerialised shareholders electing the cash alternative on Share certificates posted to certificated shareholders and Wednesday, 9 October accounts credited by CSDP or broker to dematerialised shareholders electing the share re-investment alternative on Adjustment to the maximum number of shares listed on or Thursday, 10 October about Notes: 1. Shareholders electing the share re-investment alternative are alerted to the fact that the new shares will be listed on LDT + 3 and that these new shares can only be traded on LDT + 3, due to the fact that settlement of the shares will be three days after record date, which differs from the conventional one day after record date settlement process. 2. Shares may not be dematerialised or rematerialised between commencement of trade on Wednesday, 2 October 2019 and the close of trade on Friday, 4 October 2019. 3. The above dates and times are subject to change. Any changes will be released on SENS. Changes to the Board: Shareholders are advised that Messrs Peter Fechter and Eric Visser will be stepping down from the Growthpoint Board at the annual general meeting scheduled for 12 November 2019 after 16 and 18 years respectively. Their contributions to the Board have been invaluable in their respective roles as Chairmen of the Property and Investment Committee and Human Resources and Remuneration Committee. Appointment of company secretary: Shareholders are further advised that Mr Johan de Koker has been appointed as Company Secretary to Growthpoint Properties Limited, replacing FluidRock Co Sec Proprietary Limited. Sandton 11 September 2019 Sponsor: Investec Bank Limited Date: 11/09/2019 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.