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” or “the Group")


MultiChoice enters into an agreement with Comcast’s NBCUniversal and Sky to create the
leading streaming service in Africa

MultiChoice Group Limited (MultiChoice) (JSE: MCG) and Comcast’s (NASDAQ: CMCSA) NBCUniversal and
Sky today announced an Agreement (the “agreement”) to form a new partnership that will bring some of
the world’s best content and technology to streaming customers across MultiChoice’s 50-market footprint
in sub-Saharan Africa.

Powered by Peacock’s leading, globally-scaled technology, the new Showmax group will be 70% owned
by MultiChoice and 30% by NBCUniversal. It will build on Showmax’s success to date and strive to create
the leading streaming service in Africa.

The service will combine MultiChoice’s accelerating investment in local content with an extensive pipeline
of international content licensed from NBCUniversal and Sky. This will be complemented by third party
content from HBO, Warner Brothers International, Sony and others, as well as live English Premier League
(EPL) football. In addition, it will offer access to all the best African content such as Showmax Originals
and local content from MultiChoice's proprietary channels including Mzansi Magic, Africa Magic and
Maisha Magic.

Rationale for the Agreement

The global video media landscape has changed rapidly in recent years, led by broadband adoption and
the growth of direct-to-consumer streaming platforms. Although Africa has lagged somewhat, it is now
approaching an inflection point in terms of broadband connectivity and affordability. While MultiChoice
continues to invest in its linear pay-TV businesses to drive growth and increased penetration, it believes
that this is an appropriate time to step up its ambition and investment in the subscription video-on-
demand (SVOD) /over-the-top (OTT) segment.

MultiChoice launched Showmax as the first African streaming service in 2015 and it is currently one of
the leading streaming platforms on the continent. The Showmax team has been growing both its paying
and add-to-bill subscriber bases, delivering strong audience engagement through unique programming.
It has delivered several market innovations around content downloads, adaptive bitrates and
compression, as well as low-end device support. Through its technology solutions, Showmax is able to
accept payments in more local currencies and from more payment platforms than any other streaming
service across the continent.

MultiChoice believes the agreement with the Comcast group provides an opportunity to capture the
best of both partners’ capabilities and competitive advantages to deliver a differentiated SVOD service,
that offers world-class, affordable products which can compete with the best in the world. By using
Comcast’s global, scalable technology - in particular NBCUniversal’s Peacock platform that already has
over 20 million paid subscribers in the US - and their significant, international content portfolio, the new
Showmax Group will be exceptionally well placed to scale rapidly and become the leading platform in
Africa. The partnership also provides the Comcast group with an opportunity to accelerate the global
reach of its award-winning content and innovative streaming technology in one of the fastest growing
and most vibrant video markets globally.

Principal terms and structure of the Agreement

•   MultiChoice has incorporated Earth UK Holdings Limited (“EarthCo”), a new company that has been
    registered in the UK, which will trade as Showmax.
•   MultiChoice will contribute its existing Showmax business for a 70% equity stake in EarthCo.
    MultiChoice will also provide ongoing business support through its local market expertise, local
    content production capabilities, its portfolio of general entertainment and sports rights licenses and
    its back-office support functions.
•   Comcast, through its subsidiary NBCUniversal, will inject cash for a 30% equity stake in EarthCo.
    Comcast will also provide ongoing support through the licensing of both its Peacock platform and
    content from NBCUniversal, Universal Pictures, Peacock and Sky.
•   EarthCo will hold a 100% interest in Showmax SA Pty Ltd (“SA Newco”), which will own all the
    Showmax rights, assets and liabilities in South Africa, a 79% stake in MSA Limited Nigeria (which will
    own the Nigerian rights, assets and liabilities, and will result in Comcast owning an indirect stake in
    MSA Limited Nigeria of 23.7% only) and the rest of the African operations. EarthCo will be supported
    at launch by MultiChoice’s local pay-TV operations.
•   EarthCo will provide a streaming service on the African continent, powered by Peacock’s leading,
    globally scaled technology and using the well-known Showmax brand.
•   Both MultiChoice and Comcast have committed to provide funding to EarthCo during its investment
    phase in proportion to their respective shareholdings.
•   EarthCo’s board of directors will consist of three representatives from MultiChoice initially, with
    additional appointments to be made in due course.
•   The board will appoint an executive management team that will feature representatives from the
    existing Showmax structures, which will be infused with global talent in the coming months.
•   EarthCo’s senior leadership team will be based out of the UK and its Dubai branch. Operational teams
    will be located in major markets (initially South Africa and Nigeria).
•   The agreement does not involve the broadband, wireless or cable video or any other of the businesses
    of either Comcast or Sky, nor the linear satellite, terrestrial and streaming video businesses of
    MultiChoice (apart from services support), all of which will continue to operate independently and at
    an arm’s length.
•   Due to competitive sensitivities, specifics about the unique service offering, how existing subscribers
    can seamlessly migrate to the new service and detailed pricing will be announced closer to the launch
    date. Showmax customers will continue to enjoy the existing Showmax service up until the new
    service is launched.
The completion of the transactions contemplated by the agreement is subject to certain conditions
being met and is expected to close in April 2023. EarthCo will have a March year-end to align with
MultiChoice as the majority owner.

The transactions contemplated in the agreement do not fall within a category transaction as defined in
the JSE Listings Requirements.

Randburg
2 March 2023

For further information:

Investor relations
Meloy Horn
meloy.horn@MultiChoice.com or investorrelations@MultiChoice.com
+27 11 289 3320 or +27 82 7727 123

Corporate affairs
Collen Dlamini
collen.dlamini@MultiChoice.co.za
+27 11 289 3000 or +27 83 212 0430

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.