TIMES MEDIA GROUP LIMITED - UPDATE RELATING TO THE ODD-LOT OFFER

UPDATE RELATING TO THE ODD-LOT OFFER

TIMES MEDIA GROUP LIMITED
(Formerly Richtrau No. 229 Proprietary Limited)
(Incorporated in the Republic of South Africa)
(Registration number 2008/009392/06)
Ordinary Share Code: TMG
Ordinary share ISIN: ZAE 000169272
(“TMG” or “the Company”)

UPDATE RELATING TO THE ODD-LOT OFFER

1.   Shareholders are referred to the circular issued to
     shareholder on 25 February 2013 (“Circular”) relating to,
     inter alia, the odd-lot offer (“Odd-lot Offer”) and the
     announcement    released     on    SENS    on    27    March
     2013(“Announcement”),   relating   to,   inter   alia,   the
     finalisation of the offer consideration relating to the Odd-
     lot Offer (“Offer Consideration”).

2.   Shareholders were advised in the Announcement that eligible
     shareholders (“Odd-lot Holders”) that elect to sell shares in
     terms of    the   Odd-lot Offer    would  receive   an Offer
     Consideration of R15.59 per ordinary share disposed of in
     terms of the Odd-lot Offer.

3.   Shareholders were further advised in the Announcement that
     all shares repurchased in terms of the Odd-lot Offer would be
     repurchased by a wholly owned subsidiary of the Company and
     would be held as treasury shares.

4.   Given that the shares repurchased in terms of the Odd-lot
     Offer will be repurchased by a wholly owned subsidiary of the
     Company, the Offer Consideration due to Odd-lot Holders, will
     no longer constitute a dividend as defined in section 1 of
     the Income Tax Act, No. 58 of 1962 (“Income Tax Act”), as
     advised in the Circular. Accordingly dividend withholding tax
     will not be withheld from the Offer Consideration due to Odd-
     lot Holders.

5.   Shareholders are advised to disregard the paragraph 3.16 of
     the Circular which is no longer applicable for the reason set
     out above.


5 April 2013
Johannesburg
Sponsor: PSG Capital Proprietary Limited

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