Wrap Text
Proposed amalgamation of the RWDVF with the RWAGP
Prescient Management Company (RF) (Pty) Ltd
(Registration number 2002/022560/07)
("Prescient" or "the Manager")
Being the manager of the Prescient ETF Scheme ("the Scheme")
Reitway Global Property Diversified Prescient ETF
(being a portfolio under the Scheme registered in the Republic of South Africa in terms of the Collective Investment
Schemes Control Act, 45 of 2002 ("CISCA" or "the Act"))
Long Name: Reitway DV Property ETF
Short Name: RWGDVPROPP
Alpha/Share Code: RWDVF
ISIN: ZAE000322186
PROPOSED AMALGAMATION: REITWAY GLOBAL PROPERTY DIVERSIFIED PRESCIENT ETF ('RWDVF") WITH
THE REITWAY GLOBAL PROPERTY PRESCIENT ACTIVELY MANAGED ETF ("RWAGP") – BALLOT PROCEDURE
This announcement is important and requires immediate attention
Reitway Global (Pty) Ltd, the Investment Manager of the RWDVF and the RWAGP has requested the Manager to
ballot investors in the RWDVF portfolio ("the Source Portfolio") to obtain their approval for the amalgamation with
the RWAGP portfolio ("the Target Portfolio").
The purpose of this announcement is to inform investors of the proposed amalgamation, to provide RWDVF
investors with sufficient information to enable them to make an informed decision in this regard and outline the
voting procedure to be followed.
This amalgamation is subject to investors in the Source Portfolio (RWDVF) voting in favour of this amalgamation. In
terms of the section 99 of the Act, the ballot will be valid if the majority of investors, excluding the Manager, vote in
favour of the amalgamation. Please note, an absence of a response will be regarded as a vote in favour of the
amalgamation.
Section 99 (3) (a) of the Act stipulates that on the effective date, every investor "shall hold in the new scheme or
portfolio, such participatory interests with an aggregate money value that is not less than the lower of the net asset
value or market value, as may be fair and reasonable in the circumstances of the participatory interests which such
investor, immediately before the date on which the proposed transaction becomes effective, held in an original
scheme or portfolio."
In other words, when the portfolios are amalgamated, investors will be issued with replacement participatory
interests in the Target Portfolio (RWAGP). The replacement participatory interests will be equal in market/monetary
value to the participatory interests in the Source Portfolio held pre-amalgamation
Reason for the proposed amalgamation
The investment universe of the Source Portfolio(RWDVF) and the Target Portfolio(RWAGP) are substantially
similar, as both portfolios select securities from the same global listed property universe defined by the 250 most
liquid real estate securities globally. In addition, the Target Portfolio currently holds approximately 80% of the
securities contained in the Source Portfolio, resulting in broadly similar portfolio exposures and expected
performance outcomes over the long term.
The proposed amalgamation will enable the consolidation of assets into a single portfolio, allowing the Target
Portfolio (RWAGP) to achieve greater scale and reach critical mass. This is expected to enhance the efficiency of
portfolio management, improve liquidity, and support the ongoing sustainability of the fund, while continuing to
provide investors with exposure to the global listed property sector.
Comparison between the portfolios
The table below presents a comparison of the performance of the Source Portfolio(RWDVF) and the Target Portfolio
(RWAGP) as at the end of the fourth quarter of 2025:
Portfolio Gross End Market QTD Gross YTD Gross QTD Net YTD Net
Value Return Return Return Return
RWAGP 25,395,950.63 -5.03306 -8.6294 -5.11561 -8.89097
RWDVF 27,916,189.54 -5.99482 -8.36141 -6.07654 -8.6773
The table below provides a comparison between the Source Portfolio (RWDVF) and the Target Portfolio (RWAGP)
and sets out the anticipated impact on investors in the Source Portfolio should the amalgamation ballot be successful.
Reitway Global Property Reitway Global Property Changes - Impact on Investors
Diversified Prescient Prescient Actively Managed
Exchange Traded Fund Exchange Traded Fund (Target
(Source Portfolio) Portfolio)
Investment The investment policy of the The Reitway Global Property Changed
Policy Portfolio shall be to track as Prescient AMETF is an actively The source and target portfolios
closely as possible the Index managed ETF listed on the differ in investment policy, as the
with the intention of allowing an EXCHANGE. The Portfolio's source is an index-tracking ETF
investor to obtain market primary objective is to provide while the target is actively
exposure to the constituent investors with an exposure to the managed. This represents a
securities which are held in the listed global property market. The material change in investment
Portfolio Portfolio will focus on selecting strategy and, consequently, in
investments that have an ability to expected investor outcomes.
provide both high levels of income Index-tracking portfolios are
and long-term capital growth. designed to replicate benchmark
performance, whereas actively
managed portfolios aim to
outperform the benchmark
through active investment
decisions.
Despite this strategic shift, both
portfolios invest within the same
underlying asset universe, being
the 250 most liquid listed global
property securities as defined by
the GPR 250 Index. The target
portfolio also retains significant
alignment with the source, holding
approximately 80% of its
securities. Accordingly, while the
asset class exposure remains
broadly consistent, differences will
arise in portfolio construction
through security selection,
weightings, and timing of
investment decisions.
The Portfolio will be passively Changed
managed in that the Manger will In order to achieve this objective, The investment policies of the
not buy and sell securities based the Portfolio will primarily be target and source portfolios are
on economic, financial and/or invested in global real estate different in that the source
market analysis but rather, will securities listed on recognized portfolio is an index tracking ETF
buy and sell securities solely for exchanges around the world. and the target portfolio is an
the purposes of ensuring that These assets will consist of actively managed ETF. Both
the Portfolio tracks the Index. As property shares, money market portfolios select securities from
such the investment objective instruments, securities in listed the same asset pool as the
and style of the Portfolio will be entities that are backed by real benchmark of the target fund and
full replication of the Index. estate property, participatory the index of the source fund are
Accordingly, the financial or interests in collective investment based off the same universe of
other condition of any company schemes in property, real estate assets, being the 250 most liquid
or entity include in the Index will investment trusts, assets in liquid listed property securities globally
not result in the elimination of its form and non-equity securities as defined by the GPR 250 Index.
securities from the Portfolio, which are considered consistent The target portfolio holds
unless the securities of such with legislation may allow from approximately 80% of the source
company or entity are removed time to time. portfolio securities which
from the Index itself. highlights how similar the
The Portfolio follows a portfolio's are in construction.
fundamental research driven
investment approach, offering real
estate focus, with global
diversification. The real estate
focus is through real estate
securities with a specific bias
towards securities with both a
high income yield and good
growth prospects.
Investors may obtain Changed
participatory interests in the This wording is not explicitly
Portfolio on the secondary mentioned in the target portfolio's
market or by subscribing for new investment policy but principally
participatory interest in the investors would obtain
Portfolio on the primary market. participatory interests in the target
In order to achieve this object, portfolio in the same manner and
the Manger may, subject to the therefore investors are not
Act and the Scheme Deed, impacted by this change.
create and issue or redeem and
cancel an unlimited number of
participatory interests in the
Portfolio
The manager shall further be The portfolio is permitted to invest Similar in that both portfolio's
entitled in its discretion and only in listed and unlisted financial is permitted to invest in listed
on a temporary basis, to employ instruments in line with the and unlisted financial
such other investment conditions as determined by instruments in line with the
techniques and financial legislation from time to time. conditions as determined by
instruments, whether listed or legislation.
unlisted, for the purposes of The Manager of the source
efficient portfolio management portfolio was limited in terms of
with the aim of reducing risk, which assets it could invest in due
reducing cost or generating to the portfolio being an index
capital or income for the tracking fund. This clause would
Portfolio with an acceptable level entitle the manager to discretion
of risk in line with the investment on a temporary basis for the
objective of the Portfolio, subject purpose of efficient portfolio
to the provision of the Scheme management. The target portfolio
Deed, the JSE Listing is only limited to assets that are in
Requirements and the Act from line with the investment objective
time to time. of the Portfolio, subject to the
provision of the Scheme Deed,
the JSE Listing Requirements and
the Act from time to time.
The Portfolio may also include The portfolio may, apart from Similar with the exception of
participatory interest or any assets in liquid form, also include the below wording
other form of participation in participatory interests or any other "the portfolio may invest in
portfolios of collective form of participation in portfolios exchange traded funds or
investment schemes or other of collective investment schemes exchange traded notes, whether
similar collective investment or other similar schemes, in organized as a portfolio of a
schemes as the Act may allow addition, the portfolio may invest collective investment scheme or
from time to time which are in exchange traded funds or not, subject to the conditions of
consistent with the Portfolios exchange traded notes, whether the Act. Where the
investment policy. organized as a portfolio of a aforementioned schemes are
collective investment scheme or operated in territories other than
not, subject to the conditions of in South Africa, participatory
the Act. Where the interests or any other form of
aforementioned schemes are participation in these schemes will
operated in territories other than be included in the portfolio only
in South Africa, participatory where the regulatory environment
interests or any other form of is to the satisfaction of the
participation in these schemes will manager and trustee and is of a
be included in the portfolio only sufficient standard to provide
where the regulatory environment investor protection at least
is to the satisfaction of the equivalent to that in South Africa"
manager and trustee and is of a
sufficient standard to provide The additional wording indicates
investor protection at least that the asset manger, may invest
equivalent to that in South Africa in exchange traded funds whether
they be collective investment
schemes or not (for example
where the exchange traded fund
invests in commodities). Where
the jurisdiction of the exchange
traded fund is not South Africa the
required due diligence to ensure
the asset aligns with the South
African regulatory environment
will be upheld but the manager
and trustees.
The composition of the Portfolio Change
will be adjusted periodically to This is not applicable to the target
confirm to changes in the portfolio as the target portfolio is
composition and weightings of not a tracking fund.
securities in the Index so as to
ensure that the composition and
weightings of the Portfolio are a
reflection of the composition and
weightings of the securities
contained in the Index.
The Portfolio shall hold Change
securities purely for the This is not applicable to the target
economic rights and benefits portfolio as the target portfolio is
attaching thereto and, not a tracking fund.
accordingly, if any takeover bid
or other corporate action occurs
in relation to any constituent
company, the Portfolio shall not
surrender any securities held by
the Portfolio which may be
subject to such takeover bid or
other corporate action, unless
such surrender is mandatory
(and then only to the extent of
such mandatory surrender) in
terms of any applicable law or
under the rules of a regulatory
authority or body having
jurisdiction over the Portfolio
and/or the applicable securities.
However, is any such takeover
bid of corporate cation results in
a previously constituted
company no longer qualifying for
inclusion in the Index, any
securities in such constituent
company held by the Portfolio,
shall be disposed of by the
Portfolio and the proceeds
derived from such disposal shall
be applied in effecting the
appropriate adjustment to the
Portfolio so as to ensure same
tracks the Index.
It is anticipated that ancillary Change
assets in liquid form will not form This is not applicable to the target
a substantial part of the portfolio as the target portfolio is
Portfolio's assets. However any not a tracking fund.
liquid assets that the portfolio
holds may be invested in short-
term money market investments.
It is recorded that the Portfolio's Change
ability to replicate the price and This is not applicable to the target
yield performance of the Index portfolio as the target portfolio is
will be affected by the costs and not a tracking fund.
expenses incurred by the
Portfolio.
Index / Reitway Global Property GPR 250 REIT Net TR Index Changed
Benchmark Diversified Index The source portfolio is an index
Definition tracking fund which is mandated
to track the Reitway Global
Property Diversified Index. The
target portfolio is an actively
managed fund which is not
mandated to track an index, but it
does get compared to a
benchmark being the GPR 250
REIT Net TR Index. The
composition of RWAGP is based
off the same
Annual 60 basis points 60 basis points No Change
Management
Fee
(excluding
VAT)
Income the 3 month periods ending on the 6 month periods ending on the Changed
Distribution the last day of June, September, last day of September and March The target portfolio has a less
Declaration December and March of each of each year. frequent distribution period which
year. will result in the investors being
paid out less often within the
annual period. The value of the
payouts are determined in the
same manner which is equal to
the income accrued and settled
during the accounting period plus
all payments in lieu of income
accruals accruing to the portfolio
during the accounting period, and
any balance carried forward, less
any permissible deductions, must
be distributed to investors.
ASISA Global – Real Estate – General Global – Real Estate - General No Change
Category
Amalgamation ballot timeline and Salient Dates
Salient Date
SENS announcement declaring the proposed ballot Friday, 24 Jul 2026
Record Date for ballot voting procedures (30 business days after announcement) Friday, 04 Sept 2026
Last day for investors to respond via Brokers/CSDPs by no later than 17:00 Friday, 04 Sept 2026
Deadline for auditors to submit their findings report to Prescient Tuesday, 22 Sept 2026
FSCA issues approval letter Tuesday, 06 Oct 2026
Announcement confirming the results of the ballot Wednesday, 07 Oct 2026
Rights of investors in RWDVF
In terms of clause 99 of the Collective Investment Schemes Control Act No. 45 of 2002 ("the Act"), all investors in
the Source Portfolio are given an opportunity to vote in favour of, or against, the proposal, as described in this
announcement. The ballot will be valid if the majority of investors, excluding the Manager, vote in favour of the
amalgamation
If investors do not participate in the amalgamation ballot timeously, they will be deemed to have voted in favour of
the amalgamation.
Section 99 (3) (a) of the Act ensures that on the effective date of the amalgamation, every investor that continues
to hold participatory interest in the source portfolio will be issued with replacement participatory interests in the
target portfolio. The replacement participatory interests will be equal in market/monetary value to the participatory
interests held pre-amalgamation.
Ernest & Young (Pty) Ltd, the independent auditors of the Manager, will verify the outcome of the ballot.
Investors that are not comfortable with the amalgamation proposal may elect to sell their securities at any time at
the prevailing market price of the ETF or redeem their securities. Please note that such a transaction may trigger a
Capital Gains Tax ("CGT") event and investors may be liable for CGT at their next income tax assessment, as well
as brokerage costs.
If investors choose not to sell units prior to the effective date of the amalgamation, the amalgamation proposals as
set out in this announcement (if approved by investors) will automatically apply to their investment.
Approval and Commencements
Subject to the ballot voting procedure being successful and approval by the Financial Sector Conduct Authority ("the
Authority") of Collective Investment Schemes, the amalgamation will be effective from commencement of business
on Wednesday, 21st of October 2026.
Salient Date
Finalisation announcement regarding the amalgamation Wednesday, 07 Oct 2026
Last day to trade (LDT) the units of the Source Portfolio (RWDVF) Tuesday, 20 Oct 2026
Suspension of trading in the Source Portfolio (RWDVF) Wednesday, 21 Oct 2026
Conversion ratio announcement between Source Portfolio (RWDVF) and Target Wednesday, 21 Oct 2026
Portfolio (RWAGP)
Effective Date Amalgamation Wednesday, 21 Oct 2026
Record date for determining RWDVF holders entitled to received RWAGP units Friday, 23 Oct 2026
Accounts of dematerialised securities holders at CSDPs / Brokers updated with removal Monday, 26 Oct 2026
of RWDVF and replacement RWAGP units
Termination (delisting) of the Source Portfolio (RWDVF) Tuesday, 27 Oct 2026
A separate announcement will be made regarding the special income distribution to holders of RWAGP and
RWDVF.
The above dates and times are subject to amendment at the discretion of the Manager, subject to the approval of
the JSE, if required. Any such amendment will be published on SENS.
Action required
1. Investors must read this announcement on the proposed changes to the Source Portfolio, their rights and
the impact this will have on their investment.
2. Investors are requested to notify their Broker/CSDPs in writing by no later than 17:00 on Friday, 4th of
September 2026, as to whether they approve the amalgamation as set out in this announcement or not.
3. No action is required from investors that are no longer invested in the Source Portfolio
Should investors require further information on the proposed amalgamation as set out in this announcement they
must contact Greg Rawlins, CEO of Reitway Global (Pty) Ltd on email: gregr@reitwayglobal.com.
Cape Town
24 July 2026
Listing Advisor
Prescient Capital Markets (Pty) Ltd
Date: 24-07-2026 03:48:00
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