Business Connexion/Telkom SA - Joint update ann: Acquisition by Telkom of the entire issued share capital of BCX BUSINESS CONNEXION GROUP LIMITED TELKOM SA SOC LIMITED (Incorporated in the Republic of South (Incorporated in the Republic South Africa) Africa) (Registration number 1991/005476/30) (Registration number 1988/005282/06) JSE code: TKG JSE code: BCX ISIN: ZAE000044897 ISIN: ZAE0000154631 ("Telkom") ("BCX" or the "Company") Joint update announcement: Acquisition by Telkom of the entire issued share capital of BCX Unless defined herein, terms used in this announcement shall bear the same meaning as defined in the circular published by BCX on 11 July 2014 (“Circular”). We wish to inform shareholders of BCX and Telkom (“Shareholders”) that the Competition Tribunal of South Africa has approved the acquisition by Telkom of the entire issued share capital of BCX with conditions, which conditions are acceptable to Telkom and BCX. The last remaining condition precedent to the Proposed Transaction is the issue of a compliance certificate by the Takeover Panel in terms of section 119(4)(b) of the Companies Act, which the parties will approach the Takeover Panel on in due course. Shareholders will be advised on SENS of progress made in respect of the remaining conditions precedent and a finalisation announcement will be made in due course. Upon fulfilment of the remaining condition precedent, the Affected Transaction Call Option shall become unconditional and the provisions of paragraph 6.4.2 of the Circular shall not be applicable. BCX Telkom Midrand Pretoria 4 August 2015 4 August 2015 Investment bank and corporate advisor to BCX: Investec Bank Limited Transaction sponsor to BCX: Investec Bank Limited Investment bank and corporate advisor to Telkom: Absa Bank Limited Transaction sponsor to Telkom: Absa Bank Limited Legal advisor to BCX and Telkom: Edward Nathan Sonnenbergs Incorporated Sponsor to BCX: One Capital Sponsor Services (Proprietary) Limited Sponsor to Telkom: The Standard Bank of South Africa Limited Date: 04/08/2015 04:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
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