24 Jun - 7 min read

Dealings in securities by directors of the company and by directors of a major subsidiary

Dealings in securities by directors of the company and by directors of a major subsidiary

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

DEALINGS IN SECURITIES BY DIRECTORS OF THE COMPANY AND BY DIRECTORS OF A MAJOR
SUBSIDIARY

In terms of paragraph 3.63 – 3.74 of the Listings Requirements of the JSE Limited ('JSE Listings
Requirements'), the following transactions are hereby disclosed.

Share awards

Director                          :   Maarten Koning
Company                           :   MultiChoice Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   22 June 2021
Nature of transaction             :   Off market acceptance of a share award made in terms of the
                                      MultiChoice Group Restricted Share Plan Trust.
Class of securities               :   Restricted share unit (RSU) awards in respect of ordinary
                                      shares
Number of securities              :   9 749 shares
Price per share                   :   R 121.13
Value of transaction              :   R 1 180 896.37
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

The above RSUs vest 50% in year 3, which is 18 June 2024, and 50% in year 4, which is 18 June 2025.

Director                          :   Maarten Koning
Company                           :   MultiChoice Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   22 June 2021
Nature of transaction             :   Off market acceptance of conditional units awarded in terms
                                      of the Irdeto Restricted Share Unit Plan, which awards may be
                                      settled in MultiChoice shares on the future vesting dates by
                                      Irdeto Holdings BV, a wholly owned subsidiary of MultiChoice
                                      and the 'employer company' in relation to the Irdeto
                                      Restricted Share Unit Plan.*
Class of securities               :   Performance share unit (PSU) and restricted share unit (RSU)
                                      awards in respect of ordinary shares
Number of securities              :   2 700 shares
Price per share                   :   US$ 45.82
Value of transaction              :   US$ 123 714
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

Director                          :   Tom de Vries
Company                           :   MultiChoice Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   22 June 2021
Nature of transaction             :   Off market acceptance of conditional units awarded in terms
                                      of the Irdeto Restricted Share Unit Plan, which awards may be
                                      settled in MultiChoice shares on the future vesting dates by
                                      Irdeto Holdings BV, a wholly owned subsidiary of MultiChoice
                                      and the 'employer company' in relation to the Irdeto
                                      Restricted Share Unit Plan.
Class of securities               :   Performance share unit (PSU) and restricted share unit (RSU)
                                      awards in respect of ordinary shares
Number of securities              :   1 205 shares
Price per share                   :   US$ 45.82
Value of transaction              :   US$ 55 213.10
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

*The above two allocations are split 75% Performance Share units (PSUs), which are linked to specific
performance measures, and 25% Restricted Share Units (RSUs), which are not performance linked. All
PSU’s and RSU’s are subject to employment conditions. PSUs vest after 3 years, which is 21 June 2024.
RSUs vest 50% in year 3, which is 21 June 2024, and 50% in year 4, which is 21 June 2025.

Share sales

Director                          :   Tim Jacobs
Company                           :   MultiChoice
Date of transaction               :   18 June 2021
Nature of transaction             :   On market sale of shares awarded under the MultiChoice
                                      Group Restricted Share Plan Trust accepted in July 2019.
Class of securities               :   Ordinary shares
Number of securities              :   7 161 shares
Volume weighted average selling   :   R119.4352
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R855 275.47
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 Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   18 June 2021
Nature of transaction             :   On market sale of shares awarded under the MultiChoice
                                      Group Restricted Share Plan Trust accepted in July 2019.
Class of securities               :   Ordinary shares
Number of securities              :   5 734 shares
Volume weighted average selling   :   R118.42
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R679 020.28
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

Director                          :   Tom de Vries
Company                           :   MultiChoice Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   18 June 2021
Nature of transaction             :   On market sale of shares awarded under the MultiChoice
                                      Group Restricted Share Plan Trust accepted in July 2019.
Class of securities               :   Ordinary shares
Number of securities              :   1 368 shares
Volume weighted average selling   :   R118.42
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R161 998.56
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

Director                          :   Maarten Koning
Company                           :   MultiChoice Africa Holdings B.V.
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   18 June 2021
Nature of transaction             :   On market sale of shares awarded under the MultiChoice
                                      Group Restricted Share Plan Trust accepted in July 2019.
Class of securities               :   Ordinary shares
Number of securities              :   4 105 shares
Volume weighted average selling   :   R118.42
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R486 114.10
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

Director                          :   Marc Jury
Company                           :   SuperSport International Holdings Proprietary Limited
                                      (a major subsidiary of MultiChoice)
Date of transaction               :   18 June 2021
Nature of transaction             :   Off market vesting and on market sale of shares awarded
                                      under the MultiChoice Group Restricted Share Plan Trust prior
                                      to appointment as director of a major subsidiary.
Class of securities               :   Ordinary shares
Number of securities              :   3 822 shares
Volume weighted average selling   :   R118.42
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R452 601.24
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               :   18 June 2021
Nature of transaction             :   Off market vesting and on market sale of shares awarded
                                      under the MultiChoice Group Restricted Share Plan Trust prior
                                      to appointment as company secretary for MultiChoice.
Class of securities               :   Ordinary shares
Number of securities              :   2 031 shares
Volume weighted average selling   :   R118.42
price per share
Highest selling price per share   :   R124.21
Lowest selling price per share    :   R115.88
Value of transaction              :   R240 511.02
Nature of interest                :   Direct, beneficial
Clearance obtained                :   Clearance has been received in terms of paragraph 3.66 of the
                                      JSE Listings Requirements

Randburg
24 June 2021

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 details. 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: 24-06-2021 02:00:00
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