Phuthuma Nhleko, MTN’s Chairman ‘Cashes out’, Sells USD8.8 Million Shares

MTN’s Chairman Phuthuma Nhleko, sold off almost all his shares in MTN Group worth USD8.8 million before handing over to Rob Shuter

This is bound to be a shocker to many and a non-surprise for few people who know the traditional of top executives any moment they want to take a back seat in any company where they have major interests.

According to Bloomberg’s information, Nhleko will also benefit from the termination of share options valued at 130 million rand, the Johannesburg-based company said in a statement after the market closed on Wednesday. He will return to his previous role as non-executive chairman when Shuter joins from Vodafone Group Plc on March 17.

MTN said in November 2015 Nhleko would retake the helm after CEO Sifiso Dabengwa resigned in the wake of a record $5.2 billion fine in Nigeria. The chairman led negotiations with the country’s authorities, eventually agreeing to pay about $1 billion and list the local unit on the country’s stock market. He also hired Shuter as his successor. As CEO for almost nine years until 2011, he transformed MTN from a small South African wireless carrier into a telecommunications giant with customers in 22 countries.

The chairman sold about 1.08 million shares at 113.86 rand each. He had just over 2 million shares at the end of 2015, according to MTN’s annual report.

See below the filings MTN released on the transactions:

SENS- Wednesday, 30 November 2016
MTN GROUP LIMITED – Dealings in securities by a director of MTN Group Limited
MTN 201611300075A
Dealings in securities by a director of MTN Group Limited

MTN Group Limited
(Incorporated in the Republic of South Africa)
Registration Number 1994/009584/06
Share code: MTN
ISIN: ZAE000042164
(“MTN “)

DEALINGS IN SECURITIES BY A DIRECTOR OF MTN GROUP LIMITED

In compliance with paragraphs 3.63 – 3.66 of the JSE Limited (‘JSE’) Listings Requirements (‘Listings Requirements’),
we hereby announce the following transaction in MTN securities by the executive chairman of MTN:

Name: PF Nhleko

Office held: Executive Chairman of MTN Group Limited

Date of transaction: 30 November 2016

Nature of transaction: Sale

Class of shares: MTN ordinary shares

Sale price per share: R113.86

Number of shares: 1,079,506

Total value of shares: R 122,912,553.16

Nature of interest: Indirect beneficial

In compliance with paragraphs 3.63 – 3.66 of the Listings Requirements, MTN refers to the announcement on the Stock
Exchange News Service of the JSE on a collar transaction dated 6 November 2014 and further advises that it has been
informed that the transaction was terminated as follows:

Name: PF Nhleko

Office held: Executive Chairman of MTN Group Limited

Date of transaction: 30 November 2016

Nature of transaction: Termination of Collar on MTN ordinary shares

Class of shares: Options over MTN ordinary shares

Terminated Purchased Put Option Strike: R226.73 per share

Terminated Sold Call Option Strike: R320.05 per share

Number of contracts: 1 218 981

Beneficial Termination Value: R130,442,175.01

Nature of interest: Indirect beneficial

Prior clearance to deal in these transactions was obtained in accordance with MTN`s policy with regard to directors’
dealings as well as the Listings Requirements.

Fairland
30 November 2016


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