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Wed 21 Apr 2004, 13:10 Acquisition of linked shares in M-Net and Superspo
Johnnic Communications Limited - Acquisition of linked                          
  shares in M-Net and Supersport                                                  
  Johnnic Communications Limited                                                  
  Registered in the Republic of South Africa                                      
  (Registration number 1889/000352/06)                                            
  Share code: JCM     ISIN: ZAE000024584                                          
  ("Johncom")                                                                     
  Acquisition of linked shares in Electronic Media Network                        
  Limited ("M-Net") and SuperSport International Holdings                         
  Limited ("SuperSport")                                                          
  Introduction                                                                    
  Johncom held an effective 26,03% of the linked shares in                        
  M-Net/SuperSport prior to the delisting of M-Net and                            
  SuperSport by way of schemes of arrangement between                             
  Naspers Limited ("Naspers") and the minority shareholders                       
  of M-Net/SuperSport ("the schemes").                                            
  Pursuant to the schemes, Naspers granted an option to                           
  Johncom to acquire up to 39,1% of all M-Net/SuperSport                          
  linked shares acquired by Naspers at a cash offer price                         
  of R8,50 per linked share ("the option").                                       
  The acquisition                                                                 
  Johncom has exercised the option and has acquired 33 686                        
  280 M-Net/SuperSport linked shares for a cash                                   
  consideration of R287 million, with effect from 15 April                        
  2004 ("the acquisition"). Pursuant to the acquisition,                          
  Johncom now holds an effective 38,56% of the linked M-                          
  Net/SuperSport shares.                                                          
  Financial effects                                                               
  The pro forma effects of the acquisition on headline                            
  earnings, attributable earnings and net asset value per                         
  ordinary share for the six months ended 30 September 2003                       
  are set out below. This pro forma financial information                         
  has been prepared for illustrative purposes only and                            
  because of its nature may not give a true picture of                            
  Johncom"s financial position and results of operations,                         
  nor the effect and impact of the acquisition on Johncom                         
  going forward. In particular, the financial performance                         
  of M-Net and SuperSport were affected during this period                        
  by the strengthening Rand and the adoption of AC133                             
  Financial Instruments: Recognition and Measurement                              
  ("AC133").                                                                      
                       Reviewed                                                   
  Cents per           Interim results   After the  Change %                       
  ordinary share       as at            acquisition                               
                Note   30 September 2003                                          
  Headline                                                                        
   earnings     2 & 3  14               7          (50)                           
  Attributable                                                                    
   earnings     2 & 3  68               61         (10)                           
  Net asset                                                                       
  value         4      1 466            1 199      (18)                           
  Notes:                                                                          
  The pro forma financial effects "after the acquisition"                         
  are calculated on Johncom"s reviewed results for the six                        
  months ended 30 September 2003, on the following basis:                         
  1. The accounting policies employed by Johncom for the                          
  six months ended                                                                
  30 September 2003 have been consistently applied in these                       
  calculations.                                                                   
  2. For the purposes of calculating the earnings and                             
  headline earnings related figures, it was assumed that                          
  the acquisition was made on 1 April 2003.                                       
  3. The acquisition was financed partly by excess cash on                        
  hand and partly out of borrowings. It is assumed that                           
  interest was earned on excess cash at a before tax rate                         
  of 7% per annum and that the cost of borrowings would                           
  have been 11,5%.                                                                
  4. For the purpose of calculating the net asset value per                       
  Johncom share at 30 September 2003, it is assumed that                          
  the acquisition was made on 30 September 2003, and                              
  incorporates the additional stake in the equity accounted                       
  investment of M-Net/SuperSport at this date.                                    
  5. All the calculations have been based on a total number                       
  of ordinary shares in issue at 30 September 2003 of 104                         
  189 314.                                                                        
  Johannesburg                                                                    
  21 April 2004                                                                   
  Sponsor                                                                         
  Nedbank Capital                                                                 
  Date: 21/04/2004 01:05:34 PM Produced by the JSE SENS Department                
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