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Dealings by restricted share plans, directors, director of a major subsidiary and group company secretary
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 RESTRICTED SHARE PLANS, DIRECTORS, DIRECTOR OF A MAJOR
SUBSIDIARY AND GROUP COMPANY SECRETARY
In compliance with the JSE Limited Listings Requirements, the following information relating to
dealings in securities by the MultiChoice Group Restricted Share Plan Trust and the Irdeto Restricted
Share Unit Plan, directors, directors of a major subsidiary and the group company secretary is
disclosed:
In terms of paragraphs 3.63 – 3.74 of 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 : 12 June 2024
Nature of transaction : On-market purchase of ordinary shares to settle restricted
share awards granted in terms of the the Irdeto Restricted
Share Unit Plan
Number of securities : 1 191
Class of securities : Ordinary shares
Purchase price per share : R109.40
Value of transaction : R130 295.40
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Nature of interest : Direct, non- beneficial
Director : Byron du Plessis
Company : MultiChoice (Pty) Ltd and MultiChoice Support Services (Pty)
Ltd (major subsidiaries of MultiChoice)
Date of transaction : 13 June 2024
Nature of transaction : On market sale of vested shares awarded under the
MultiChoice Group Restricted Share Plan Trust and accepted
on 10 June 2020 and 31 March 2021.
Class of securities : Ordinary shares
Number of securities : 43 174 shares
Selling price per share : R106.00
Value of transaction : R4 576 444.00
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Director : Byron du Plessis
Company : MultiChoice (Pty) Ltd and MultiChoice Support Services (Pty)
Ltd (major subsidiaries of MultiChoice)
Date of transaction : 13 June 2024
Nature of transaction : On market sale of shares
Class of securities : Ordinary shares
Number of securities : 9 154 shares
Selling price per share : R109.89
Value of transaction : R1 005 933.06
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Group company secretary : Carmen Miller
Company : MultiChoice
Date of transaction : 13 June 2024
Nature of transaction : On market sale of vested shares awarded under the
MultiChoice Group Restricted Share Plan Trust and accepted
on 10 June 2020 and 31 March 2021.
Class of securities : Ordinary shares
Number of securities : 36 935 shares
Selling price per share : R106.00
Value of transaction : R3 915 110.00
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Director : Richard Tessendorf
Company : MultiChoice Africa Holdings B.V (a major subsidiary of
MultiChoice)
Date of transaction : 13 June 2024
Nature of transaction : Off market vesting and subsequent on market sale of all shares
awarded under the MultiChoice Group Restricted Share Plan
Trust and accepted on 10 June 2020, prior to appointment as
a director of a major subsidiary. In terms of the award, Richard
Tessendorf received 3 045 ordinary shares and subsequently
sold all of these shares.
Class of securities : Ordinary shares
Number of securities : 3 045 shares
Volume weighted average sale price : R106.0003
per share
Highest selling price : R106.01
Lowest selling price : R106.00
Value of transaction : R322 770.91
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 : 13 June 2024
Nature of transaction : Off market vesting and subsequent on market sale of a portion
of shares awarded under the MultiChoice Group Restricted
Share Plan Trust and accepted on 31 March 2021, prior to
appointment as a director of a major subsidiary director. In
terms of the award, Doug Lowther received 47 336 ordinary
shares and subsequently sold 23 951 ordinary shares to cover
his tax obligation and took ownership of the balance of the
shares (23 385 shares).
Class of securities : Ordinary shares
Number of securities sold : 23 951 shares
Selling price per share : R106.25
Value of sale transaction : R2 544 793.75
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 : 13 June 2024
Nature of transaction : In terms of the Irdeto Restricted Share Unit Plan ("Plan"), Doug
Lowther was awarded 5 174 Restricted Share Units ("RSUs")
on 31 March 2021, prior to his appointment as a director of a
major subsidiary. The RSUs vested on 31 March 2024.
Doug Lowther exercised 5 174 RSUs in terms of the Plan and
received 34 828 MultiChoice ordinary shares in settlement of
the gain on the RSUs at the US$40.02: R18.3675207583
exchange rate as at 12 June 2024 and based on the closing
price of a MultiChoice ordinary share on 12 June 2024, being
R109.20. Doug Lowther then sold 17 871 of the shares on
market to cover his tax obligation and took ownership of the
balance of shares (16 957 shares).
RSU award price : 5 174 RSUs at $0
RSU strike price : $40.02
RSU value gained : $207 063.48 (R3 803 242.77)
Class of securities : Ordinary shares
Number of securities sold : 17 871
Selling price per share : R106.40
Value of transaction : R1 901 474.40
Nature of interest : Direct, beneficial
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Name of share scheme : The Irdeto Restricted Share Unit Plan
Date of transaction : 13 June 2024
Nature of transaction : On-market purchase of ordinary shares to settle restricted
share awards granted in terms of the the Irdeto Restricted
Share Unit Plan
Number of securities : 23 517
Class of securities : Ordinary shares
Volume weighted average purchase R106.7005
price
Highest purchase price per share : R107.69
Lowest purchase price per share R106.00
Value of purchase : R2 509 275.69
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Nature of interest : Direct, non- beneficial
Name of share scheme : The Irdeto Restricted Share Unit Plan
Date of transaction : 14 June 2024
Nature of transaction : On-market purchase of ordinary shares to settle restricted
share awards granted in terms of the the Irdeto Restricted
Share Unit Plan
Number of securities : 18 283
Class of securities : Ordinary shares
Volume weighted average purchase R107.5812
price
Highest purchase price per share : R108.15
Lowest purchase price per share R106.01
Value of purchase : R1 966 907.34
Clearance obtained : Clearance has been received in terms of paragraph 3.66 of the
JSE Listings Requirements
Nature of interest : Direct, non- beneficial
Randburg
18 June 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.
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: 19-06-2024 07:05:00
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