ACQUISITION BY M-CELL AND FURTHER CAUTIONARY ANNOUNCEMENT

M-CELL LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 94/09584/06)
("M-CELL")

ACQUISITION BY M-CELL OF A FURTHER 25 000 000 SHARES IN MOBILE TELEPHONE
NETWORKS HOLDINGS (PROPRIETARY) LIMITED ("MTN HOLDINGS") FROM CERTAIN BLACK
ECONOMIC EMPOWERMENT GROUPS ("THE BEE GROUPS") ("THE ACQUISITION") AND FURTHER
CAUTIONARY ANNOUNCEMENT
1. DETAILS OF THE ACQUISITION

SHAREHOLDERS ARE REFERRED TO THE ANNOUNCEMENT BY JOHNNIES INDUSTRIAL

CORPORATION LIMITED APPEARING ELSEWHERE IN THIS PUBLICATION TODAY. IN ORDER TO
ASSIST THE BEE GROUPS IN RAISING FINANCE FOR THE ACQUISITION OF 25 000 000
SHARES IN MTN HOLDINGS (EQUATING TO A 5% HOLDING) AND TO SATISFY THE

REQUIREMENTS OF FINANCIERS TO FINANCE THE ACQUISITION OF LISTED SECURITIES,
M-CELL HAS AGREED WITH THE BEE GROUPS TO ACQUIRE THEIR 25 000 000 SHARES IN MTN
HOLDINGS IN EXCHANGE FOR THE ISSUE OF 75 686 051 NEW M-CELL ORDINARY SHARES.
2. FINANCIAL EFFECTS OF THE ACQUISITION

THE FINANCIAL EFFECTS ON THE EARNINGS PER SHARE ("EPS") AND NET ASSET VALUE
("NAV") ATTRIBUTABLE TO AN M-CELL ORDINARY SHARE BEFORE AND AFTER THE

ACQUISITION HAVE BEEN CALCULATED USING THE FOLLOWING ASSUMPTIONS:

2.1 FOR THE PURPOSE OF THE EPS CALCULATION, IT HAS BEEN ASSUMED THAT THE
ACQUISITION HAS BEEN EFFECTIVE FROM 1 APRIL 1998; AND

2.2 FOR THE PURPOSE OF THE NAV CALCULATION, IT HAS BEEN ASSUMED THAT THE
ACQUISITION WAS IMPLEMENTED ON 30 SEPTEMBER 1998 (BEING THE DATE OF M-CELL'S
LATEST PUBLISHED INTERIM RESULTS).

BASED ON THE ABOVE ASSUMPTIONS, THERE WOULD HAVE BEEN NO MATERIAL CHANGE IN THE
EPS OF M-CELL, WHILE ITS NAV WOULD HAVE INCREASED FROM 118,5 CENTS TO 204,1
CENTS PER ORDINARY SHARE (PERCENTAGE CHANGE OF 72,2%) (PRO FORMA 30 SEPTEMBER
1998).
3. FURTHER CAUTIONARY ANNOUNCEMENT

M-CELL IS INVOLVED IN FURTHER NEGOTIATIONS WHICH, IF SUCCESSFULLY CONCLUDED,
COULD HAVE AN EFFECT ON THE M-CELL ORDINARY SHARE PRICE. M-CELL SHAREHOLDERS
ARE, ACCORDINGLY, ADVISED TO CONTINUE TO EXERCISE CAUTION WHEN DEALING IN THEIR
M-CELL ORDINARY SHARES.
JOHANNESBURG
6 APRIL 1999
MERCHANT BANK
SCMB
STANDARD CORPORATE AND MERCHANT BANK

(A DIVISION OF THE STANDARD BANK OF SOUTH AFRICA LIMITED)
(REGISTRATION NUMBER 62/00738/06)
SPONSORING BROKER
MERRILL LYNCH SOUTH AFRICA (PTY) LTD
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REG. NO. 95/01805/07
ATTORNEYS
WEBBER WENTZEL BOWENS