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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 : 18 November 2024
Nature of transaction : On-market purchase of ordinary shares
Number of securities : 54 116
Class of securities : Ordinary shares
Highest purchase price per : R109.01
share
Lowest purchase price per : R108.9997
share
Volume weighted average : R109.0088
purchase price
Value of purchase : R5 899 121.31
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 : 18 November 2024
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:
- 1 272 on 17 November 2024
Tom de Vries exercised 1 272 awards (vesting on the
above stated date) in terms of the abovenamed Irdeto
RSU plan and received 8 543 MultiChoice ordinary shares
in settlement of the gain (determined by translating the
gain on the awards at US$40.02: R18.25 exchange rate as
at 15 November 2024 and based on the closing price of a
MultiChoice ordinary share on 15 November 2024 being
R108.75. Tom de Vries then sold
8 543 MultiChoice ordinary shares on market.
Irdeto RSU award price : 1 272 RSUs at $0
Irdeto RSU strike price : US$40.02
Irdeto RSU value gained : US$ 50 905.44 (ZAR 929 054.83)
Class of securities : Ordinary shares
Number of securities : 8 543 shares
Selling price per share : R109.01
Value of transaction : R 931 272.43
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 : 18 November 2024
Nature of transaction : In terms of the Irdeto Restricted Share Unit Plan, Doug
Lowther was awarded 923 RSUs on 17 November 2020
prior to his appointment as a major subsidiary director.
Doug Lowther exercised 923 RSUs in terms of the
abovenamed scheme and received 6 199 MultiChoice
ordinary shares in settlement of the gain on the RSUs at
US$40.02: R18.25 exchange rate as at 15 November 2024
and based on the closing price of a MultiChoice ordinary
share on 15 November 2024 being R108.75. Doug
Lowther then sold 3 094 of the MultiChoice ordinary
shares on market to cover his tax obligation and took
ownership of the balance of 3 105 MultiChoice ordinary
shares.
RSU award price : 923 RSUs at $0
RSU strike price : $40.02
RSU value gained : $36 938.46 (R674 149.06)
Class of securities : Ordinary shares
Number of securities received : 6 199
Number of securities sold : 3 094
Selling price per share : R109.00
Value of transaction : R337 246.00
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66
of the JSE Listings Requirements
Randburg
21 November 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.
