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MULTICHOICE GROUP LIMITED - Dealings in securities by directors of a major subsidiary and by the Share Unit Plan

Release Date: 21/11/2024 13:30
Code(s): MCG     PDF:  
Wrap Text
Dealings in securities by directors of a major subsidiary and by the Share Unit Plan

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            :   R931 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.

Date: 21-11-2024 01:30:00
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