Notice of Dividend Amount • Nov 30, 2025
Notice of Dividend Amount
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Company number: 520034760
Israel Securities Authority (www.isa.gov.il)
Tel-Aviv Stock Exchange Ltd (www.tase.co.il)
Form Number: T081 (Public)
Transmitted via Magna: 29/11/2025
Reference: 2025-01-094017
The corporation scheduled the report to be published on: 30/11/2025 07:57
Regulation 37(a) of the Securities Regulations (Periodic and Immediate Reports), 1970
We hereby report that on 27/11/2025 it was decided to pay a dividend.
Record date (ex-date): 09/12/2025
Payment date: 25/12/2025
Dividend distributed by an Israeli resident company (see section 7A for the composition and tax rates).
| Security | Security | Dividend Amount | Currency of | Payment | Representative Rate for | Individuals | Companies |
|---|---|---|---|---|---|---|---|
| Number | Name | per Security | Dividend Amount | Currency | Payment Date | Tax % | Tax % |
| 1097948 | Ordinary shares of 1 NIS |
0.9473784 | NIS | NIS | 25 | 0 |
Dividend distributed by a real estate investment fund (see section 7C for the composition and tax rates)
The amount of dividend to be paid must be specified with a precision of up to 7 digits after the decimal point when the currency is NIS, and up to 5 digits after the decimal point when it is another currency.
On 27.11.2025, the company's Board of Directors decided on a dividend distribution of 12 million NIS.
The above distribution does not require court approval pursuant to section 303 of the Companies Law.
The final dividend per share is subject to changes due to exercising of warrants.
The final dividend per share may be updated up to 2 trading days before the record date.
7A. Composition of the distributed dividend from an Israeli resident company from shares and financial instruments (excluding REIT):
| % of Dividend | Individuals | Companies | Foreign Residents | |
|---|---|---|---|---|
| Corporate taxable income (1) | 100 | 25% | 0% | 25% |
| Income originated abroad (2) | 0 | 25% | 23% | 25% |
| Approved/granted enterprise (3) | 0 | 15% | 15% | 15% |
| Irish privileged enterprise up to 2013 (4) | 0 | 15% | 15% | 4% |
| Irish privileged enterprise from 2014 (5) | 0 | 20% | 20% | 4% |
| Preferred income | 0 | 20% | 0% | 20% |
| Approved agriculture/tourism enterprise (6) | 0 | 20% | 20% | 20% |
| Approved/granted waver enterprise (7) | 0 | 15% | 0% | 15% |
| Distribution classified as capital gain | 0 | 25% | 23% | 0% |
| Distribution by Participating unit | 0 | 0 | 0 | 0 |
| Other | 0 | 0 | 0 | 0 |
Explanation for income types (numbered):
| Individuals | Companies | Foreign Residents | |
|---|---|---|---|
| Dividend from a foreign company | 25% | 23% | 0% |
| Income Type | % of Dividend |
Individuals (1) |
Companies | Foreign Resident Companies |
Exempt Mutual Fund |
Pension Fund (2) |
|---|---|---|---|---|---|---|
| From real estate appreciation, capital gain, depreciation (3) |
25% | 23% | 23% | 0% | 0% | |
| Other taxable income (like rent) | 47% | 23% | 23% | 23% | 0% | |
| From income producing real estate for rental housing |
20% | 20% | 20% | 0% | 0% | |
| Incomes taxed by the fund (4) | 25% | 0% | 25% | 0% | 0% | |
| Extraordinary income | 70% | 70% | 70% | 60% | 70% | |
| Other | ||||||
| Weighted withholding tax rate (%) |
100% |
Notes:
| 8. Number of the corporation's dormant securities not eligible for dividend payment and for which a waiver letter is required to | |||
|---|---|---|---|
| obtain payment: |
| Security Name |
Security Number |
Remarks |
|---|---|---|
| Africa Meg 3/22 |
1186311 | On "ex-dividend" day, the gross dividend per share will be fully deducted from the exercise price of each existing warrant. |
| Africa Meg Others |
1202951 | The exercise price of each outstanding warrant will be reduced by the gross dividend per ordinary share actually paid (subject to the minimum per-share exercise price). |
After the presentation to the company directors at their meeting on 27.11.2025 of relevant data from the company's consolidated financial statements as of 30.9.2025 and the solo financial statements as of 30.9.2025, and after the presentation of the company's cash flow forecast for 2025-2027, analysis of financial ratios with the addition of significant events for 2025, the board of directors determined, among other things, as follows: Regarding the 'profit test,' as of 30.9.2025, the company's distributable profits (prior to the distribution) total approximately 1,423 million NIS. The dividend approved for distribution amounts to 12 million NIS. The maximum approved self-purchase amount totals 50 million NIS. Thus, the total maximum distribution is 62 million NIS. Regarding the 'solvency test,' the company's Board of Directors considered, among other things, the reviewed financial statements as of 30.9.2025 and management's explanations, including reviewing the undistributed earnings available, the company's expected cash flow for two years, the equity attributed to shareholders, the company's compliance with its financial covenants to bondholders, and the total working capital as per the solo statements as of 30.9.2025. The Board of Directors also considered the company's ability to meet existing and expected cash needs (even under adverse scenarios, not including the company's ability to raise additional credit). Based on the above, it is the Board's view that the dividend distribution, together with the share buyback, is not expected to adversely and significantly affect the company's financial condition and there is no reasonable concern that the distribution will prevent the company from fulfilling its existing and expected obligations when due. Regarding the company's commitment to financial covenants to holders of BONDS (series 5) – in the opinion of the Board, the dividend and buyback will not cause non-compliance with the financial covenants taken toward the holders of said BONDS. Furthermore, in the Board's estimation, the distribution is not expected to materially adversely affect the company's financial position, including its capital structure, leverage level, liquidity, or its ability to continue its ongoing activity.
| # | Signatory Name | Position |
|---|---|---|
| 1 | Aharon Frenkel | Deputy CEO, Finance |
Note: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations must be signed by the authorized signatories on behalf of the corporation. Staff position on the matter can be found here. (link leads to a document in Hebrew)
Address: 1G Yoni Netanyahu St, Or Yehuda, 60250
Phone: 03-7402500, 03-5119340
Fax: 03-5119301
Email: [email protected]
Company website: www.africa-israel.co.il/megurim
Electronic reporter name: Eran Shuster
Position: Company Secretary
Employer company: Wexler, Bergman & Co., Adv.
Address: 23 Yehuda Halevi St, Tel Aviv, 65136
Phone: 03-5119340 Fax: 03-5119394
Email: [email protected]
Short name: Africa Residences
Form structure update date: 21/10/2025
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