RDI.L Regulatory News (RDI)

REDEFINE INTERNATIONAL P.L.C.

 ("Redefine International" or the "Company")

(Registered number 010534V)

LSE share code: RDI

JSE share code: RPL

ISIN: IM00B8BV8G91

NOTICE TO REDEFINE INTERNATIONAL SHAREHOLDERS IN RESPECT OF AN ELECTION TO RECEIVE EITHER A CASH DIVIDEND OR A SCRIP DIVIDEND

Shareholders were advised on Wednesday, 28 October 2015 that the board of directors (the "board") of the Company has declared a second interim dividend of 1.65 pence per share (the "dividend") in respect of the year ended 31 August 2015 and that the board intends offering to shareholders the election to receive either a cash dividend ("cash dividend") or a scrip dividend, by way of an issue of new Redefine International shares (of the same class as existing shares) credited as fully paid up ("scrip dividend").

A cash dividend will be paid to shareholders unless shareholders elect to receive the scrip dividend. Please note that shareholders recorded on the UK share register who had previously elected to receive a scrip dividend will, unless they take steps to revoke their mandate, be deemed to have elected to receive the scrip dividend. Should a shareholder elect to receive the scrip dividend, they will become entitled to a number of new Redefine International shares, the value of which will be at a premium to the cash dividend which they would have otherwise received, derived from a scrip dividend reference price discounted by 2.5%. A shareholder's entitlement to new Redefine International shares will be calculated by multiplying the number of shares held by that shareholder at the record date by the gross dividend per share of 1.65 pence and dividing it by the scrip dividend reference price, which will be calculated as follows:

- for Redefine International shares traded on the LSE, a 2.5% discount on the average of the middle market quotations of a Redefine International share derived from the daily Official List for the last five dealing days prior to the announcement of the scrip dividend reference price, less the amount of the dividend per Redefine International share; and

- for Redefine International shares traded on the JSE, a 2.5% discount on the average of the middle market quotations of a Redefine International share as provided by the JSE for the last five dealing days on the JSE prior to the announcement of the Pound Sterling to Rand conversion rate, less the amount of the dividend per Redefine International share as converted into Rand at the exchange rate.

The Company will announce whether the dividend will be paid as a property income distribution (PID), an ordinary dividend (non-PID), or a mixture of the two, along with the scrip reference price, on Thursday, 5 November 2015.

Where UK withholding tax has to be accounted for, the calculation will be by reference to the gross amount of the dividend per share less the current applicable withholding tax rate of 20 per cent.

The rationale for the scrip dividend is to afford shareholders the opportunity to increase their shareholding in Redefine International and to retain flexibility with regard to the Company's cash resources.

The cash dividend will be paid out of the Company's distributable profits.

As at the date of this announcement, the Company had 1,474,331,331 ordinary shares of 8 pence each in issue.

A circular to Redefine International shareholders in respect of the election being offered to Redefine International shareholders to receive either the cash dividend or the scrip dividend, together with an election form, has been posted to shareholders on Friday, 30 October 2015 (the "circular") and is available on the Company's website at www.redefineinternational.com. Terms defined in the circular shall bear the same meaning as in this announcement.

SALIENT DATES AND TIMES

For shareholders on the UK share register

Notes:

1. All dates and times quoted above are local dates and times in the United Kingdom. The above dates and times are subject to change.

Any changes will be released on RNS.

2. Redefine International shareholders are referred to the circular for information on the action required to be taken by them.

3. Shares may not be dematerialised or rematerialised, nor may transfers of shares between sub-registers in the United Kingdom and South Africa take place between Monday, 16 November 2015 and Friday, 20 November 2015 both days inclusive.

For shareholders on the SA share register

Notes:

1. All dates and times quoted above are local dates and times in South Africa. The above dates and times are subject to change. Any changes will be released on SENS.

2. Redefine International shareholders are referred to the circular for information on the action required to be taken by them.

3. Shareholders should note that new Redefine International shares should not be traded until the new Redefine International shares are issued or reflect in their accounts with their CSDP or broker on Friday, 4 December 2015.

4. Share certificates may not be dematerialised or rematerialised nor may transfers of shares between sub-registers in the United Kingdom and South Africa take place between Monday, 16 November 2015 and Friday, 20 November 2015 both days inclusive.

5. Shareholders on the SA share register will receive a cash dividend in South African Rand, based on the exchange rate to be obtained by the Company on or before Thursday, 5 November 2015. An announcement in this respect will be made on or before Thursday, 5 November 2015.

SOUTH AFRICAN TAX IMPLICATIONS

Where the dividend is paid in cash, it will constitute a foreign dividend and so will be exempt from South African income tax, but subject to deduction of South African dividends tax unless an exemption or rebate applies. For cash PIDs the liability to dividends tax will be offset by the net UK withholding tax of 15 per cent, resulting in no dividends tax being deducted. No fractions of scrip dividend shares will be issued, nor will any residual entitlements be carried forward to any future scrip dividend issue, and any amount of dividend not represented by scrip dividend shares will not be paid or payable to the relevant shareholders in respect of that dividend, but will be retained by the Company.

It is also understood that a receipt of shares under the scrip dividend will not constitute a foreign dividend. Under current legislation, such shares will not therefore be subject to dividends tax or income tax, but the full value of the shares on eventual disposal will be subject to capital gains tax with no base cost allowed.

The above information, and the guidelines on the taxation of dividends, including when taken as scrip dividend shares, contained in the circular, is provided as a general guide based on the Company's understanding of the law and practice currently in force. Any shareholder who is in any doubt as to their tax position should seek independent professional advice.

OTHER CONSIDERATIONS

Shareholders are advised that the scrip dividend in foreign jurisdictions, other than South Africa and the United Kingdom, may be restricted by prevailing laws and accordingly, shareholders in those jurisdictions will not be entitled to elect to receive the scrip dividend and will receive the cash dividend. Such shareholders should inform themselves about and observe any applicable legal requirements of such jurisdiction in relation to all aspects of either the cash dividend or the scrip dividend that may affect them. It is the responsibility of such shareholder to satisfy himself as to the full observation of the laws and regulatory requirements of the relevant foreign jurisdiction in connection with the cash dividend or the scrip dividend, including the obtaining of any governmental, exchange or other consents or the making of any filing which may be required, the compliance with other necessary formalities and the payment of any issue, transfer or other taxes or other requisite payments due in such jurisdiction.

For further information:

Notes to editors:

Redefine International (RDI) is a FTSE 250 income focused UK-REIT with a primary listing on the London Stock Exchange and a secondary listing on the Johannesburg Stock Exchange.

The Group's investment portfolio is diversified across the retail, commercial and hotel sectors in the UK and Germany with an aggregate value in excess of £1.3 billion.

Redefine International is focused on delivering sustainable and growing income to shareholders through investment in income yielding assets let to high quality occupiers on long leases. Capital values are enhanced and protected by asset management and other low capex development activities.

As a UK-REIT, the Group aims to distribute the majority of its earnings available for distribution on a semi-annual basis, providing investors with attractive income returns as well as exposure to capital growth opportunities.

www.redefineinternational.com