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Naspers Limited/ MIH Holdings Limited - Results Announcement
Naspers Limited
(Incorporated in the Republic of South Africa
and listed on the JSE Securities Exchange South Africa)
(Registration number 1925/001431/06)
Share code NPN ISIN ZAE000015889
("Naspers")
MIH Holdings Limited
(Incorporated in the Republic of South Africa
and listed on the JSE Securities Exchange South Africa)
(Registration number 1993/005613/6)
Share code MHH ISIN ZAE000018941
("MIHH")
RESULTS ANNOUNCEMENT OF THE SPECIAL MEETING OF MIH LIMITED ("MIHL")
SHAREHOLDERS, MIHH SCHEME MEETING AND THE GENERAL MEETING OF NASPERS
SHAREHOLDERS IN TERMS OF THE PROPOSED REORGANISATION OF NASPERS
Further to the announcement dated 8 November 2002, Investec Bank Limited is
authorised to announce that:
* the merger of MIHL into MIH BVI Limited ("the merger") has been approved by
the requisite majority of votes exercisable by the MIHL shareholders in a
special meeting held on Friday 29 November 2002;
* the scheme of arrangement ("the scheme"), proposed by Naspers between MIHH
and its shareholders, has been approved by the requisite majority of scheme
members at the scheme meeting held on Monday 2 December 2002;
* the resolutions necessary to approve and to implement the reorganisation,
were passed without modification by the Naspers shareholders in general meeting
held on Monday 2 December 2002.
Application will be made to the High Court of South Africa (Witwatersrand
Local Division), which is located in the High Court Building, von Brandis
Square, corner Pritchard and von Brandis Streets, Johannesburg ("the Court") to
sanction the scheme on Tuesday 10 December 2002 at 10:00 or as soon thereafter
as Counsel may be heard. If the Court sanctions the scheme, the only remaining
condition precedent to which the scheme and reorganisation will remain subject,
will be the registration of the Order of Court sanctioning the scheme by the
Registrar of Companies.
A further announcement regarding the outcome of the application to the Court
and details of the surrender procedure required for existing MIHH documents of
title will be published on or about Wednesday 11 December 2002.
Cape Town
3 December 2002
Merchant bank
Investec Corporate Finance
Investec Bank Limited
(Registration number 1969/004763/06)
Independent advisor to MIHH and MIHL boards of directors
Merrill Lynch
Global Markets & Investment Banking Group
Merrill Lynch International
Registered in England
Registration number 2312079
Regulated in the United Kingdom
by The Financial Services Authority
Transactional sponsor to Naspers and MIHH
Investec Bank Limited
(Registration number 1969/004763/06)
Attorneys
Webber Wentzel Bowens
Attorneys to Naspers
Jan S. De Villiers
Attorneys
Sponsor to Naspers
Gensec Bank Limited
(Registration number 1996/004744/06)
Reporting accountants and auditors
PricewaterhouseCoopers Inc.
Chartered Accountants (SA)
Registered Accountants & Auditors
(Registration no. 1998/012055/21)
Sponsor to MIHH
Merrill Lynch
Global Markets & Investment Banking Group
Merrill Lynch South Africa (Pty) Ltd
Registration number 1995/001805/07
Registered Sponsor and Member of the
JSE Securities Exchange South Africa
Date: 02/12/2002 04:41:00 PM Produced by the JSE SENS Department
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