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Dealings in securities by directors of a major subsidiary and by the share unit plan
MULTICHOICE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2018/473845/06)
JSE Share Code: MCG
ISIN: ZAE000265971
("MultiChoice" or "the Company")
DEALINGS IN SECURITIES BY DIRECTORS OF A MAJOR SUBSIDIARY AND BY THE SHARE UNIT PLAN
In compliance with the Listings Requirements of the JSE Limited ("JSE Listings Requirements"),
the following transactions are to be disclosed:
Name of share scheme : The Irdeto Restricted Share Unit Plan
Date of transaction : 16 November 2023
Nature of transaction : On-market purchase of ordinary shares
Number of securities : 5 240
Class of securities : Ordinary shares
Purchase price per share : R64.82
Value of purchase : R339 656.8
Clearance obtained : Clearance has been received in terms of paragraph 3.66
of the JSE Listings Requirements
Nature of interest : Direct, non- beneficial
Name of share scheme : The Irdeto Restricted Share Unit Plan
Date of transaction : 17 November 2023
Nature of transaction : On-market purchase of ordinary shares
Number of securities : 308 797
Class of securities : Ordinary shares
Volume weighted average : R63.2821
selling price per share
Highest purchase price per share : R63.50
Lowest purchase price per share : R63.15
Value of purchase : R19 541 327.94
Clearance obtained : Clearance has been received in terms of paragraph 3.66
of the JSE Listings Requirements
Nature of interest : Direct, non- beneficial
Director : Tom de Vries
Company : MultiChoice Africa Holdings B.V.
(a major subsidiary of MultiChoice)
Date of transaction : 17 November 2023
Nature of transaction : On market sale of shares awarded under the Irdeto
Restricted Share Unit Plan accepted and announced in
November 2020. The Irdeto RSUs awarded vested as
follows:
- 1 271 on 17 November 2020
Tom de Vries exercised 1 271 awards (vesting on the
above stated date) in terms of the abovenamed Irdeto
RSU plan and received 18 639 MultiChoice ordinary
shares in settlement of the gain (determined by
translating the gain on the awards at a US$51.22: R18.41
exchange rate as at 16 November 2023 and based on the
closing price of a MultiChoice ordinary share on 16
November 2023 being R64.30. Tom de Vries then sold
18 639 MultiChoice ordinary shares on market.
Irdeto RSU award price : 1 271 RSUs at $0
Irdeto RSU strike price : US$51.22
Irdeto RSU value gained : US$65 100.62 (ZAR1 198 510.06)
Class of securities : Ordinary shares
Number of securities : 18 639 shares
Price per share : R63.45
Value of transaction : R1 182 644.55
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66
of the JSE Listings Requirements
Director : Doug Lowther
Company : MultiChoice Africa Holdings B.V.
(a major subsidiary of MultiChoice)
Date of transaction : 17 November 2023
Nature of transaction : On market sale of a portion of the shares awarded under
the MultiChoice Group Restricted Share Plan Trust and
accepted in November 2020, prior to his appointment as
a major subsidiary director.
Class of securities : Ordinary shares
Number of shares awarded in : 37 355
November 2020
Award value and award price : R4 698 511.90 and R125.78
per share
Number of securities vested : 37 355 shares
Number of shares sold : 18 747
Volume weighted average : R62.9209
selling price per share
Highest selling price per share : R63.09
Lowest selling price per share : R62.85
Value of sale transaction : R1 179 577.99
Nature of interest : Direct, beneficial
Director : Doug Lowther
Company : MultiChoice Africa Holdings B.V.
(a major subsidiary of MultiChoice)
Date of transaction : 17 November 2023
Nature of transaction : On market sale of shares awarded under the Irdeto
Restricted Share Unit Plan and accepted in November
2020, prior to his appointment as a major subsidiary
director. To be settled in MultiChoice ordinary shares.
The Irdeto RSUs awarded vested as follows:
- 3 305 on 17 November 2020
Doug Lowther exercised 3 305 awards (vesting on the
above stated date) in terms of the abovenamed Irdeto
RSU plan and received 48 468 MultiChoice ordinary
shares in settlement of the gain (determined by
translating the gain on the awards at a US$51.22: R18.41
exchange rate as at 16 November 2023 and based on the
closing price of a MultiChoice ordinary share on 16
November 2023 being R64.30. Doug Lowther then sold
48 468 MultiChoice ordinary shares on market
Irdeto RSU award price : 3 305 RSUs at $0
Award value and award price : US$121 194.35 and US$0
per RSU
Irdeto RSU strike price : US$51.22
Irdeto RSU value gained : US$169 282.10 (ZAR3 116 503.34)
Number of RSUs vested : 3 305 shares
Class of securities : Ordinary shares
Number of shares sold : 48 468
Price per share : R63.18
Value of sale transaction : R3 062 208.24
Nature of interest : Direct, beneficial
Randburg
22 November 2023
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Important notice
Shareholders should take note that, pursuant to a provision of the MultiChoice
memorandum of incorporation, MultiChoice is permitted to reduce the voting rights of
shares in MultiChoice (including MultiChoice shares deposited in terms of the American
Depositary Share ("ADS") facility) so that the aggregate voting power of MultiChoice shares
that are presumptively owned or held by foreigners to South Africa (as envisaged in the
MultiChoice memorandum of incorporation) will not exceed 20% of the total voting power
in MultiChoice. This is to ensure compliance with certain statutory requirements applicable
to South Africa. For this purpose, MultiChoice will presume in particular that:
- all MultiChoice shares deposited in terms of the MultiChoice ADS facility are owned
or held by foreigners to South Africa, regardless of the actual nationality of the
MultiChoice ADS holder; and
- all shareholders with an address outside of South Africa on the register of
MultiChoice will be deemed to be foreigners to South Africa, irrespective of their
actual nationality or domicilium, unless such shareholder can provide proof, to the
satisfaction of the MultiChoice board, that it should not be deemed to be a foreigner
to South Africa, as envisaged in article 40.1.3 of the MultiChoice memorandum of
incorporation.
Shareholders are referred to the provisions of the MultiChoice memorandum of
incorporation available at www.multichoice.com for further detail. If shareholders are in
any doubt as to what action to take, they should seek advice from their broker, attorney or
other professional adviser.
Date: 22-11-2023 09:00:00
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