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MGX Holdings Limited - Update On The Refinancing Of MGX, Changes To The Board Of
Directors And Cautionary Announcement
MGX Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1983/012697/06)
("MGX" or "the Company")
Code: MGX
ISIN: ZAE000009262
UPDATE ON THE REFINANCING OF MGX, CHANGES TO THE BOARD OF DIRECTORS AND
CAUTIONARY ANNOUNCEMENT
1. REFINANCING OF MGX
MGX"s bankers ("the MGX bankers") have agreed to extend the R100 million term
loan facility to 31 October 2003.
Furthermore, the MGX bankers and capital providers have agreed to a five-year
refinancing plan. In terms thereof, MGX bankers will convert approximately R210
million of the Company"s debt into a range of redeemable convertible
instruments, to be issued by an MGX subsidiary. In addition, the MGX bankers and
capital providers will convert approximately R118 million of the Company"s debt
into redeemable convertible instruments, to be issued by MGX. The anticipated
debt balance, after the issue of these instruments, amounting to approximately
R120 million, will be assumed by the Metrofile Division ("Metrofile") of MGX.
The transactions are subject to, inter alia, the:
- execution of formal legal agreements;
- approval of MGX shareholders in general meeting;
- approval of the JSE Securities Exchange South Africa;
- approval of the competition authorities; and
- implementation of schemes of arrangement with creditors in both MGX and
Metrofile.
2. THE BOARD OF DIRECTORS
Christopher Seabrooke has agreed to act as Non-Executive Chairman of MGX. The
current team of executive directors, with active assistance from the Non-
Executive Chairman, will be involved in the management of the Company until a
Chief Executive Officer ("CEO") has been appointed if it is deemed necessary by
the board of directors.
Co-terminus with the expiry of the FRM Strategies (Proprietary) Limited ("FRM")
consulting contract discussed in paragraph three below, Peter Hamilton Flack and
Lindsay Beresford Robertson resigned as directors of MGX on 17 June 2003.
3. FRM STRATEGIES (PROPRIETARY) LIMITED
The consulting contract between MGX and FRM, in terms of which FRM was appointed
to assist the Company with the formulation and implementation of a recovery
plan, expired on 16 June 2003 and the contract will not be renewed.
4. FURTHER CAUTIONARY
Shareholders are advised to continue exercising caution when dealing in MGX
shares until a further announcement is made.
Sandton
18 June 2003
Sponsor
(A division of The
Standard Bank of South
Africa Limited)
(Registration number
1962/000738/06)
Date: 18/06/2003 10:53:04 AM Supplied by www.sharenet.co.za
Produced by the JSE SENS Department
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