MTN 201610170010A
Extension of the MTN Zakhele Futhi offer period to Friday, 28 October 2016
MTN Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1994/009584/06)
Share code: MTN ISIN: ZAE000042164
(“MTN” or the “Company” or the “MTN Group”)
EXTENSION OF THE MTN ZAKHELE FUTHI OFFER PERIOD TO FRIDAY, 28 OCTOBER 2016
(“EXTENSION”)
UPDATED SALIENT DATES AND TIMES
1. INTRODUCTION AND RATIONALE FOR THE EXTENSION
MTN shareholders (“MTN Shareholders”) are referred to the announcement relating to MTN’s
proposed R9.9 billion broad-based empowerment transaction (“2016 MTN BEE Transaction”),
as released by the Company on SENS on 22 August 2016 (“Terms Announcement”). Unless
defined in this announcement or if the context dictates otherwise, capitalised terms used in this
announcement have the same meanings as given in the Terms Announcement.
As stated in the Terms Announcement, MTN intends to implement the proposed 2016 MTN BEE
Transaction, through MTN Zakhele Futhi (RF) Limited (“MTN Zakhele Futhi”), by means of, inter
alia, the following core elements: (i) a public offering in terms of which black participants will
be invited to subscribe for and beneficially own MTN Zakhele Futhi Ordinary Shares, subject to
the qualification criteria set out in the prospectus published on 12 September 2016
(“Prospectus”) in respect of the offer (“MTN Zakhele Futhi Public Offer”); (ii) the MTN Zakhele
Re-investment Offer, if the MTN Zakhele Unwinding Scheme proceeds; and (iii) the subscription
for MTN Shares by MTN Zakhele Futhi using the funding raised through various sources. (The
MTN Zakhele Futhi Public Offer and the MTN Zakhele Re-investment Offer are, together, the
“MTN Zakhele Futhi Offer”).
The number of applications being received by MTN Zakhele and/or participating Nedbank
branches) from (i) MTN Zakhele Shareholders wishing to make an election in terms of the
election process afforded MTN Zakhele Shareholders; or (ii) investors wishing to participate in
the MTN Zakhele Futhi Public Offer, has notably increased over the past week. As such, MTN
and MTN Zakhele have agreed to extend the MTN Zakhele Futhi Offer by a week to Friday, 28
October 2016, largely to allow MTN Zakhele Shareholders, who wish to elect MTN Zakhele Futhi
Ordinary Shares, additional time to complete their Re-Investment Offer election process, which
includes completing their applications at a participating Nedbank branch.
Potential new investors (Cash Applicants) and MTN Zakhele Shareholders are thus being
afforded an additional week to participate in the MTN Zakhele Futhi Offer and are encouraged
to complete their applications and/or elections as soon as possible.
2. REVISED CLOSING DATE FOR THE MTN ZAKHELE FUTHI OFFER
Set out below are the revised salient dates and times pertaining to the implementation of the
2016 MTN BEE Transaction (assuming an MTN Zakhele Integrated Unwind):
2016
MTN Zakhele Futhi Offer closes at 16:00 on Friday, 28 October
MTN Zakhele Futhi Ordinary Shares allocated Wednesday, 23 November
These dates and times are subject to amendment. Any such amendment will be released on
SENS and published in the South African press.
By order of the Board of Directors of MTN Group Limited
17 October 2016
Investment bank, corporate advisor and transaction sponsor to MTN
Nedbank Corporate and Investment Banking
Legal and tax advisor to MTN and MTN Zakhele Futhi
Webber Wentzel
Investment bank, corporate advisor, arranger and bookrunner to MTN Zakhele Futhi
Nedbank Corporate and Investment Banking
Corporate advisor to MTN Zakhele
Tamela
Date: 17/10/2016 08:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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