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MULTICHOICE GROUP LIMITED - Cautionary announcement

Release Date: 01/02/2024 09:05
Code(s): MCG     PDF:  
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Cautionary announcement

MULTICHOICE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2018/473845/06)
JSE Share Code: MCG
ISIN: ZAE000265971
("MultiChoice" or "the Group")

CAUTIONARY ANNOUNCEMENT

Shareholders are hereby advised that MultiChoice has received a letter from a French media
company, Groupe Canal+ SA, indicating its high-level non-binding intention to acquire the remaining
ordinary shares in MultiChoice that it does not currently own, excluding any treasury shares, at an
anticipated cash consideration of ZAR 105.00 per MultiChoice ordinary share. The board of
MultiChoice ("Board") will update shareholders should there be any further developments.

Accordingly, shareholders are advised to exercise caution when dealing in the Group's
securities until a further announcement is made.

The Board accepts responsibility for the information contained in this announcement which relates
to MultiChoice and confirms that, to the best of its knowledge and belief, the information contained
in this announcement is true and nothing has been omitted which is likely to affect the importance
of the information.

Randburg
1 February 2024

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: 01-02-2024 09:05:00
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