MULTICHOICE GROUP LIMITED - Funding of Showmax

Funding of Showmax

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



FUNDING OF SHOWMAX

Shareholders are referred to the announcement released on SENS on 26 September 2024 wherein
shareholders were advised that:

•   In accordance with the relevant Showmax Africa Holdings Limited (SMAH) shareholders
    agreement, MultiChoice Group Holdings B.V (MGHBV), a wholly owned subsidiary of MultiChoice,
    and NBCUniversal Media, LLC (NBCU), a subsidiary of Comcast Corporation, agreed to provide
    funding to SMAH in proportion to their respective shareholdings.

•   Equity funding is provided monthly or at other intervals, depending on SMAH's then current
    working capital requirements and as may be determined by the board of SMAH for budget
    purposes, subject to a maximum capped amount.

In accordance with paragraph 9.15 of the JSE Limited Listings Requirements, shareholders are advised
that:

a.  Since 27 September 2024 until the date of this announcement, MGHBV and NBCU have provided,
    in the aggregate, USD145 million in equity funding to SMAH, each in proportion of their respective
    shareholdings. Further, MGHBV provided USD800,000 as equity funding to cover MGHBV specific
    shareholder costs.

b.  Financial performance relating to SMAH was disclosed in MultiChoice's year end results and
    interim financial statements released on SENS on 12 June 2024 and 12 November 2024,
    respectively. Further, it is noted that the business is consolidated into the MultiChoice financials
    in the normal course.

In accordance with paragraph 9.11 of the JSE Limited Listings Requirements, the aggregated equity
funding provided since 27 September 2024 to date results in a category 2 transaction, requiring release
of this announcement by MultiChoice.


Randburg
24 April 2025

Sponsor
Merchantec Capital


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. Shareholders are further referred to ruling
issued by the Takeover Regulation Panel on 27 February 2024, which ruling deals with the
MultiChoice memorandum of incorporation. Shareholders can access the ruling on the Company's
website at https://www.investors.multichoice.com/regulatory.php.

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: 24-04-2025 05:09:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.