TELKOM SA SOC LIMITED - TKG - BCX - Joint Update Announcement: Acquisition by Telkom of the Entire Issued Share Capital of BCX

TKG - BCX - Joint Update Announcement: 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 Africa)       (Incorporated in the Republic South Africa)
       (Registration number 1988/005282/06)                (Registration number 1991/005476/30)
                   JSE code: BCX                                       JSE code: TKG
               ISIN: ZAE0000154631                                  ISIN: ZAE000044897
            ("BCX" or the "Company")                                     ("Telkom")


JOINT UPDATE ANNOUNCEMENT: ACQUISITION BY TELKOM OF THE ENTIRE ISSUED
SHARE CAPITAL OF BCX

1. INTRODUCTION

   Unless defined, terms used in this announcement shall bear the meaning ascribed to them in the
   circular published by BCX on 11 July 2014 (“Circular”).

   Shareholders of BCX and Telkom (“Shareholders”) are referred to the various announcements
   released on the Stock Exchange News Service (“SENS”) of the JSE Limited regarding the
   Proposed Transaction.

2. UPDATE ON REGULATORY APPROVALS

   On the 14 May 2015 an announcement was released on the SENS advising shareholders that the
   Competition Commission has recommended to the Competition Tribunal that the Proposed
   Transaction be approved, with conditions. The Competition Tribunal hearing has been set down for
   30 July 2015 to 07 August 2015.

   The following regulatory approvals still remain outstanding:
   - The Competition Tribunal of South Africa; and
   - to the extent required, The Independent Communications Authority of South Africa (“ICASA”).

   Upon receipt of the above approvals, final approval of the Proposed Transaction will be sought from
   the Takeover Regulation Panel.

3. AMENDMENT TO THE IMPLEMENTATION AGREEMENT

   Shareholders are advised that the Implementation Agreement, as amended by addenda, has been
   further amended to extend the Long Stop Date from 30 June 2015 to 31 August 2015 to cater for
   the outstanding regulatory approvals as stated above.

Midrand
30 June 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: 30/06/2015 11:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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