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Former Jupiters Investors

The merger between Tabcorp and Jupiters Limited ("Jupiters") was implemented on 13 November 2003.

The merger was by way of Scheme of Arrangement, whereby Tabcorp acquired all of Jupiters 201.8 million ordinary shares and all of Jupiters 1.9 million reset preference shares (RPS). The Scheme Booklet that was sent to holders of Jupiters ordinary shares and holders of Jupiters RPS may be downloaded from this website.

The record date for determining entitlements to cash and/or share consideration for holders of Jupiters ordinary shares and Jupiters reset preference shares was 5pm 10 November 2003 (Brisbane time).

Ordinary Share Scheme

Under the scheme of arrangement between Jupiters and its ordinary shareholders (Ordinary Share Scheme), Tabcorp offered on average (subject to the effects of rounding and the availability from a maximum pool of cash and shares as determined by a scaleback) A$285 cash and 24 Tabcorp ordinary shares for every 100 Jupiters ordinary shares, held by a Jupiters ordinary shareholder at 5pm (Brisbane time) on 10 November 2003.

Those shareholders had the option to maximise the number of Tabcorp ordinary shares or the amount of cash they were entitled to receive under the Ordinary Share Scheme, by making a Maximum Shares Election or a Maximum Cash Election.

Shareholders who did not make a valid election received the standard default consideration, being a mix of both cash and Tabcorp ordinary shares.

Shareholders who made a valid Maximum Cash election had that election satisfied in full and received cash at the rate of $5.25 per Jupiters ordinary share from Tabcorp.

Shareholders who made a valid Maximum Shares election or who received the default consideration were allocated a mix of cash and Tabcorp shares.

Calculation of Cash and Share Allocations

Information regarding the scale back and allocation of consideration to former Jupiters security holders may be found in the Tabcorp announcement of 13 November 2003.

Information relating to the calculation of the amount of cash and Tabcorp shares that were allocated were provided in transaction confirmation statements and the Capital Gains Tax letter sent to shareholders, a copy of which is available for download from the Related Documents section at the bottom of this page.

Ineligible Overseas Shareholders

Shareholders who were determined to be "Ineligible Overseas Shareholders", as described on page 10 of the Scheme Booklet, had their Tabcorp shares issued to a nominee company which sold these shares on market with the average net proceeds paid by cheque on 16 December 2003.

Tax Issues

Tabcorp also mailed a letter explaining the capital gains tax implications of the merger and cost base of the newly issued Tabcorp shares. The Capital Gains Tax letter can be downloaded from the Related Documents section at the bottom of this page.

Dividend Payments from Jupiters

In addition to the merger consideration paid by Tabcorp, for every Jupiters ordinary share, Jupiters paid a fully franked special dividend of 75 cents and a fully franked dividend of 17.2 cents representing the net proceeds from the sale of the Centrebet business (amounts subject to rounding).

A history of dividends paid by Jupiters is available further down the page.

Reset Preference Share Scheme (RPS)

RPS holders received $105.26 in cash per RPS plus 78.15 cents per each such RPS in respect of the accrued dividend equivalent.

Shareholder Benefits Scheme

The Tabcorp Shareholder Benefits Scheme was first implemented on 6 April 2004 with information sent to all Tabcorp shareholders with their interim dividend. This included to all former Jupiters shareholders who became Tabcorp shareholders.

To be eligible for the Tabcorp Shareholder Benefits Scheme shareholders must have at least 200 Tabcorp shares in a single holding. Those shareholders who were eligible at the interim dividend payment time were sent a Tabcorp Shareholder Benefits Card, which replaced the former Jupiters Shareholder Benefits Card.

Information about the benefits offered to shareholders is available from the Shareholder Benefits Scheme section of this website.

Enquiries

If you were a former Jupiters security holder and have any questions regarding your cash or share entitlements please contact Tabcorp's share registry.

Timetable and relevant documents for downloading

Date Event
16 Dec 03

Tabcorp despatched cheques and transaction confirmation statements to former Jupiters ordinary shareholders who were determined to be "Ineligible Overseas Shareholders".

Letter despatched explaining the calculation of the allocation of cash and Tabcorp shares to Ineligible Overseas Shareholders.

4 Dec 03 Tabcorp despatched welcome letter and materials to new shareholders.

Tabcorp despatched letter explaining the Capital Gains Tax implications, and calculation of the allocation of cash and Tabcorp shares.
20 Nov 03 Tabcorp despatched cheques and transaction confirmation statements for cash and Tabcorp shares allocated to former Jupiters ordinary shareholders and RPS holders.
13 Nov 03 Merger Implementation Date.
Payment date for Special Dividend and Centrebet Dividend which were paid by Jupiters.

Tabcorp announcement regarding the scale back of cash and Tabcorp share allocations - view announcement.
10 Nov 03 Implementation Record Date (5pm Brisbane time).
Last date for lodgement of Merger Election forms.
Jupiters declare Special Dividend and Centrebet Dividend.
31 Oct 03 Suspension of trading in Jupiters ordinary shares and RPS.
Supreme Court of Queensland approval of the two Share Schemes.
24 Oct 03 Ordinary Share Scheme and RPS Scheme Meetings.
18 Sep 03 Despatch of Scheme Booklet - the Scheme Booklet can be downloaded from the Related Documents section at the bottom of this page.
5 Sep 03 Supreme Court of Queensland orders meetings of the Jupiters shareholders to consider the proposed merger - view announcement.
12 Jun 03 Signing of the Merger Implementation Agreement between Tabcorp and Jupiters - view announcement.
15 May 03 Tabcorp and Jupiters merger to proceed - view announcement.
5 Mar 03 Announcement of a proposal for Tabcorp and Jupiters to merge and to divest the Centrebet Business - view announcement.
5 Feb 03 Tabcorp CEO denies share placement rumour for funding Jupiters merger - view announcement.
10 Jan 03 Tabcorp announce commencement of merger discussions with Jupiters - view announcement.

 

Jupiters Limited Dividend History

On 13 November 2003, for every Jupiters ordinary share, Jupiters paid a fully franked special dividend of 75 cents and a fully franked dividend of 17.2 cents representing the net proceeds from the sale of the Centrebet business (amounts subject to rounding).

Financial Year 31-Dec
(cps)
30-Jun
(cps)
Total
(cps)
Franked Company Tax Rate
2002 / 03
11.0
12.0
23.0
100%
30%
2001 / 02
10.0
11.0
21.0
100%
30%
2000 / 01
9.0
10.0
19.0
100%
30%
1999 / 00
8.0
9.0
17.0
100%
34%
1998 / 99
7.0
7.0
14.0
100%
36%
1997 / 98
6.0
7.0
13.0
100%
36%
1996 / 97
6.0
7.0
13.0
100%
36%
1995 / 96
5.0
6.0
11.0
100%
36%
1994 / 95
7.5
10.0
17.5
100%
36%
1993 / 94
7.5
10.0
17.5
100%
36%
1992 / 93
7.5
10.0
17.5
100%
36%
1991 / 92
7.5
10.0
17.5
100%
36%
1990 / 91
15.0
20.0
35.0
100%
36%
1989 / 90
15.0
20.0
35.0
100%
36%
1988 / 89
0.0
35.0
35.0
100%
36%

 

* cps - cents per share

Jupiters Trust Unit Distribution History

Financial Year 31-Dec
(cpu)
30-Jun
(cpu)
Total
(cpu)
1990 / 91
10.5
13.0
23.5
1989 / 90
9.0
10.5
19.5
1988 / 89
8.0
9.0
17.0
1987 / 88
8.0
25.0
33.0
1986 / 87
3.0
5.0
8.0
1985 / 86
0.0
3.0
3.0


* cpu - cents per unit

Capital Management History of Jupiters

Jupiters Trust Limited (JT)

Date Reason Actual No. Of Shares Cumulative No. of Shares
03.11.83 Propectus - Issue of 40 million units in Public Offer at $1.00 per unit in JT (additional 60 million shares allotted to Founders)
40,000,000
100,000,000
26.01.84 Units listed on ASX
-
100,000,000
February 1998 Exercising of Options issued 1983@ $1.00
3,000,000
103,000,000
16.06.88 Bonus Issue to JT Unitholders 1:25@ $1.50 per share
4,119,983
107,119,983
21.07.88 Rights Issue to JT Unitholders 6:20@ $1.50 per share
30,900,007
138,019,990
23.11.91 Placement of new units as part of the Merger Proposal between JT and JDL@ $2.40 per share
1,117,178
139,137,168
23.11.91 Merger of JT with JDL which was then renamed Jupiters Limited
 
See table below

 


Jupiters Development Limited (JDL)

Date Reason Actual No. Of Shares Cumulative No. of Shares
10.08.87 Original subscription in Jupiters Development Limited (JDL) 5 ordinary shares at 50 cents
5
5
21.07.88 Rights Issue to JT Unitholders for units in JDL - 1:4@ $1.00 per share
25,750,048
(50 cents)
25,750,053
April 1990 Exercising of Executive Options issued 1998@ $1.00
800,000
(50 cents)
26,550,053
June 1991 Exercising of Executive Options by Executive / Director issued 1998@ $1.00
100,000
(50 cents)
26,650,053
23.11.91 Merger of Jupiters Trust & Jupiters Development Limited 2:1 Share Split of JDL shares
53,300,106
(25 cents)
53,300,106
23.11.91 Merger Jupiters Trust & Jupiters Development Limited - 1:1 rights issue to all JT shareholders
139,137,168
192,437,274
23.11.91 Change of name from Jupiters Development Limited to Jupiters Limited
-
No change
16.07.93 1:4 Rights Issue@ $2.20 per share Brisbane Casino Develpment
48,111,841
240,549,115
07.12.94 Share Top Up@ $3.02 per share
808,314
241,357,429
11.04.02 Share buyback and cancellation@ $4.54 per share
40,011,700
201,345,729
27.12.02 Takeover - Breakwater Island Trust
150,210
201,495,939
31.12.02 Takeover - Breakwater Island Trust
10,161
201,506,100
07.01.03 Takeover - Breakwater Island Trust
5,896
201,511,996
24.02.03 Takeover - Breakwater Island Trust
257,456
201,769,452
14.05.03 Exercise Of Options
14,750
201,784,202

Related Downloads

Capital Gains Tax letter dated 4 December 2003

Jupiters Scheme Booklet - Front section

Jupiters Scheme Booklet - Appendix A

Jupiters Scheme Booklet - Appendices B-J