MOBILE TELEPHONE NETWORKS HOLDINGS LIMITED - Domestic Medium Term Note Programme Update - MTN04

Domestic Medium Term Note Programme Update  - MTN04

MOBILE TELEPHONE NETWORKS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 1993/001411/06)
Instrument Code: MTN04 ISIN: ZAG000078619
(“MTNH”) or (“the Issuer”)

PROGRAMME MEMORANDUM AMENDMENT AND RESTATEMENT

Mobile Telephone Networks Holdings Limited (formerly Mobile Telephone Networks
Holdings Proprietary Limited) established a ZAR10 000 000 000 Domestic Medium Term
Note Programme pursuant to a programme memorandum dated 7 July 2006 which was
updated on 24 June 2010 (the Previous Programme Memorandum).

The Issuer hereby notifies you that it has, with effect from 1 September 2016, updated the
Previous Programme Memorandum (by way of amendment and restatement of the
Previous Programme Memorandum) (this Programme Memorandum). This Programme
Memorandum (and the Noteholder Guarantee and Subsidiary Guarantee set out therein)
will apply to all Notes (defined therein) issued after 1 September 2016, being the date of
this Programme Memorandum and will in respect of such Notes, supersede and replace
the Previous Programme Memorandum in its entirety. The Terms and Conditions of the
Notes issued under the Previous Programme Memorandum remain unchanged.

In addition, the Issuer hereby notifies you that the aggregate Nominal Amount of the
Programme      Memorandum       shall   be   increased   from   ZAR10,000,000,000       to
ZAR20,000,000,000 with effect from 1 September 2016.

Date 6 September 2016

Debt Sponsor
The Standard Bank of South Africa Limited

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